Rhizomorph
by lamentomori
Summary: "This isn't one of those stories. This is my story and I am not just like you. I am not normal, I am not average. My name is Phil Brooks but you, you can call me God." A story set in a world where people with gifts that defy reality live unnoticed, a story about two boys meeting, bonding and changing their own world. Warnings Slash (Colt/Punk), smut, profanity, AU setting.
1. Rhizomorph

_Warnings: Future Slash (Colt/Punk) Future Profanity, Future smut, AU setting and 1st person perspective._

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If this was one of those stories, this is where I would tell you that I was normal, that I was an average teenager, with an average life. I'd stress that there was nothing special about me, that in every way, I am just like you. My grades are average, my home is average, I'm socially awkward, anything to get you to buy into that I am just like you. I rebel in petty teenage ways. I grow my hair, I cut it, dye it, spike it up. I have piercings in place that would make your mother wince, I have tattoos that in no way I should legally possess. I listen to music no one else likes; dress in clothes from second-hand stores. I'm a dirty kid. I'm a rebel, I'm a loner, I'm an atheist, I'm straightedge. I am _just_ like you.

Only this isn't one of those stories. This is my story and I'm not just like you. I'm not normal, I'm not average. My name is Phil Brooks but you, you can call me God.

Now I know what you're thinking, you're thinking didn't he just say he was an atheist, like maybe three sentences ago and yeah, I did. Now I'm not implying that I'm _that_ God, I'm not some religious construct of divinity, but let me assure you that compared to you, I may as well be.

I don't believe in "God", not in the least. I believe in what I know, what I've seen. You see, there are gods everywhere. The guy driving your bus, the girl at the checkout in Wal-Mart, they might be gods and you'd never know it. Gods, maybe that's not the best word but I've never found one that fits better. You see, I have a talent, a gift, a skill, a power, the sort of thing you can only dream of, the sort of thing you can only see in movies and read about in comics. Like I said, I'm not a god but compared to you, I may as well be.

Powers, I can hear you scoffing, that's okay, I'd scoff too if I hadn't seen it with my own eyes, hadn't felt it with my own body. I have a power and I can't explain where it comes from or how it works. Alls I know is that I can bend the World to my whims. I can pick the answers to pop questions straight out of a teacher's mind, convince anyone to do almost anything, if you think it, I know it. Your hopes, your dreams, your fears, all of them in your head like flowers waiting for me to pick and make them into a bouquet.

It started with whispers in the back of my mind when I was a kid, hearing little things I shouldn't, always wondering why no one kept their thoughts about how fat their wife looked to themselves, why when married women were sleeping with their husband's best friend, they didn't try harder to keep it a secret. I learnt quickly enough that those are the things that people want to keep secret, those are the things that they keep to themselves and saying them out loud would get me a smack round the head and no dinner.

Now I'm older, I get it, well some of it. It's a gift. It's something that makes the otherwise average me, exceptional and I'm not the only one. There's people with powers all around me, all kinds of gifts and talents, things that defy nature and flout the laws of reality. There are gods everywhere, and if you don't see them, then you're just not looking hard enough.

I understand why normal people believe in God, I understand how it's comforting to them to have a magical guy who lives in the sky and can make everything better. Sometimes, I go to churches and listen to the people inside, listen to them praying, listen to them talking to God, only, they don't know that they're talking to me. It's kind of nice forgiving people, telling them that their loved ones are safe and happy. If there was a God, I think, that's what he'd do, right? Reassure his faithful that if they're keeping up their end of the bargain so is he. I don't know, not really but it's a good thing to do, I think, at least. If you're gonna have superpowers might as well use them, you know?

I like the idea of being normal, sometimes, at least. I like the idea that if I was _normal_, my life would be easier. It's not _easy_ having the thoughts of everyone around you hammering at your brain all the time, but I guess, life isn't meant to be easy, at least not for me. Normal people, I suppose, have a harder time than I do. It's not like they can convince the guy trying to beat them into a pulp, to punch his best buddy in the mouth instead, it's not like they can tell which members of humanity finds them attractive just by having a little peek inside their heads, but sometimes I'd like to turn my power off.

You see, it's no fun being able to see in graphic detail all the shit that the one teacher who hates you, wants to do to you. It's no fun knowing the only reason you get stuck in detention so often is because they want to spend more time concocting more weird kinky shit for their own personal spank bank. I can hear you thinking, why don't you just stop them from thinking that? It's a good question but the mind is a complex thing. Everything is all jumbled up and tangled together like strings of Christmas lights, you can't just take one thing out without causing problems that leave people gibbering wrecks. I know, believe me, I _know_. It's far easier to introduce something, or to stoke a secret desire, people think, fantasise, about all manner of things they'd never really do. I'm sure you've thought about killing someone, right? I'm sure you've seen their death right down to the little minute details. It's much easier to convince someone that that little throw away fantasy is a good idea, than it is to take something out of their brain, like Christmas tree lights, you take out one bulb and sometimes they still work, other times the whole string goes out, which it's going to be is too hard to tell.

So here is where you ask me if I'm a superhero, right? Go on, ask. The answer is no because I'm normal, I'm average, I'm just like you, only I'm not in the least.

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_So this is the introduction, the rest of the fic will not be written from 1st person, it'll be shifting to 3rd and as you can tell it's gonna be kind of an AU with super-powers galore. Here be no wrestling, my friends, here be no wrestling..._

_I'm kind of trepidatious about it all so please do let me know what you think!_

_As such as ever: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	2. Making Friends & Influencing People

_Warnings: Future Slash (Colt/Punk) AU setting, Profanity_

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High School is a place where being average is an advantage, and Phil Brooks is a seemingly average teenager. He's from a lower working class family, his mother a theoretically a homemaker, his father an occasional electrician and perpetually a drinker, his brother occasional in general. Average flies under the radar so easily, yet Phil is anything but _average_, he has a tendency to stand out. Yet for someone targeted by bullies so often, he remains curiously bruise free. There's a good reason for this, but it's not the one people expect. It's not his eloquence that helps him escape injury, nor his quick feet, rather the curious fact that most students attempting to assault him, find themselves remembering old insults and wounded prides caused by their closest friends, and assault them instead. If you asked Phil Brooks what he thought average was, he'd say you, because comparatively, you are average. If you asked Phil Brooks if he wanted to be average, he would smile and say no, because he's exceptional. He likes being exceptional, even if it is something he has to keep to himself, because Philip Jack Brooks is a telepath, and it's as great and terrible as you would expect.

People think, they think a lot. It's the one thing Phil can confirm is true for every person he's ever encountered. Other people's minds are complex and confusing. He's still learning how to truly master his power, learning more every day, but the one thing he doesn't think he's learning fast enough, is how to keep the rest of the World from invading his own mind. There's a constant press of humanity flinging their thoughts, their fears, their hopes at him. _Help me, someone please understand me, someone please listen to me._ A thousand voices all screaming the same things, and whilst Phil can hear, whilst Phil can listen, he's quite sure that these people neither want nor need _his_ help, he just an average high school student after all. Yet, he can never quite stop himself from spending time in Churches. There's no shortage of people there looking for very easy answers, looking for _God_. It's easy enough to play at divinity for them, easy to let them believe that voice they hear in the heads is their maker and not the scruffy, exhausted teenager slumped in the back.

Exhaustion is an old and familiar friend to Phil, sleeping causes problems for him. Whilst asleep his mind is free of roam. Whilst asleep he isn't actively keeping the rest of the World out of his head, and it's easy to get lost in the minds of everyone else. He has a terribly vivid memory of trying to wake up one morning as a child and not being able to find his way back to his own body, his mind too far from its physical form. That incident had been the first time he'd met another person with a power like his own, a nice lady, her voice guiding him back, her voice gentle and kind telling him a how to stop this happening again, soothing his fears. She would come visit him often in his sleep when he was young. The day she died, Phil felt it like someone had torn part of his brain out, a brutal throbbing pain and then horrible silence where once there had been something warm and kind. It was that day he resolved to not get too close to people. He'd learnt that they cause nothing but pain, from his parents denying him food as a child because he blurted out other peoples' most intimate secrets, to the dark, vicious thoughts of his teachers, to the wrench of the death of that old lady, people cause _nothing _but pain.

There is beauty, and intrigue in sleeping minds, though. Phil is honestly fond of watching other people's dreams, is fond of watching them unfold. The fantastical things that people are capable of thinking whilst they dream, entertain Phil more than any TV show, movie or book ever could. Phil isn't sure he's ever had a dream of his own. He's witnessed plenty of other people's dreams, but he's not sure he's ever had one himself. He isn't fully sure that his mind is capable of being off long enough to have dreams. Dreams require people to let themselves go, to be free and not bound by the constraints of their minds. Phil has _never_ been free in his mind, has never let himself go, not really. He's afraid to know what would happen if he ever did. Restraint, discipline, and a clear head, these are the watch words for Phil's life, becoming straight edge wasn't so much a conscious decision as a simple necessity, the amount of problems caused by sleeping led Phil to conclude that artificially altering his perception of reality would be bad, _very_ bad.

However, over the years, he has found that his state of mind can be altered without chemicals. Different emotions _feel _different. Walking through the city can affect him in very different ways depending on the time of day. On a Monday morning, the misery and dread of people heading to work is like an oppressive blanket, but come Friday, he's almost giddy from the excitement and anticipation flooding over him. It's dangerously close to breaking his principles, but it's not really a drug, rather a surge of natural endorphins, granted the might not be _his _endorphins but it's definitely not breaking the rules of straight edge, so he goes with it.

It's never school spirit that brings him to watch his school teams play. The gathered crowd will be baying for victory, and the desire to beat an opponent _feels_ incredible. It's the thrill of that feeling, that brings him to this particular game of football, watching as the school team play worse than usual. They fumble more passes, concede more of the plays. They're a bad team but this is unnaturally bad. The sneaking suspicion that something else might be at work, has him fishing through the minds of the opposing team's supporters. In this crowd there is another with a talent, a different talent to Phil's own, but a talent all the same, a talent that is tainting his inept school team and he resolves to find them and let his school team be incompetent all on their own.

_'Hello.'_

_'WHAT THE FUCK!' _People are very often surprised by hearing voices in their heads, especially voices that aren't their own. Phil has learnt that the best thing to do is to keep going, some people collapse in shock, some believe it is themselves talking, others believe that it's the voice of God, others still don't really think of anything, like the mind he's currently linked to, they're mildly surprised but deal with it well enough.

_'You appear to be influencing my team's playing ability, please stop.'_ Talking in a calm, rational manner often helps differentiate Phil from a person's own thoughts. People often _hear_ their own voice talking to them, their brain replacing Phil's voice with their own because it's easier to process. It's something that amuses him no end. Little old women believe that they're telling themselves to have a sit down on a park bench, to let the scruffy young man who'd been stuck behind them for the last ten minutes pass, people in queues at the store suddenly reminding themselves that they need to get something else from the shelves, letting the same scruffy young man be served by the cashier.

_'Your team are shit anyways, buddy. I'm just helping them along the path to defeat.'_ The accent of voice that replies is from a nicer part of town, one that Phil has only visited on one of his walks around the city to go play God in churches, forgiving sins in only one church would raise suspicion and there's something to be said for granting clemency to those who deserve it city wide.

_'Not the point.' _He's never really liked being called _buddy_. It's a nod at familiarity used when people can't remember or don't know your name. The fact it annoys him has always been a source of minor irritation for Phil, he has no real reason for his annoyance, other than the fact that most people aren't _bad _with names; they're just too lazy to recall them. It's easier to use a catchall placeholder name, than it is to remember. Remembering uses their brains, and really most people seem content to use those as little as possible. _'This is supposed to be a competition between two teams of athletes.' _At this, there is a snort of laughter from the other mind Phil is linked with, amusement flooding the link. _'Interference is forbidden.'_ More amusement and something that feels a lot like doubt comes to Phil. It's rare that he comes across someone who understands the link that his talent can create, rare that someone is able to use it to transfer their emotions directly, or at least on purpose, usually, Phil is trying to dodge whatever people throw at him.

_'You're telling me, Professor X, that you didn't make my boys fuck up once or twice.'_ Phil laughs over the link, he can't really deny that he may have played up the nerves of some of the players on the opposing team, may have turned the volume up on their _performance_ anxiety a little but not much, nothing compared to whatever it is that this other person has been doing.

_'You got me there, I suppose. How about we both just let them play on their own? I don't know what your talent is... I can't give you an X-Man name, sorry." _Prying into the minds of other talents is something that Phil long ago decided was rude. Honestly, it wasn't so much a decision as once when he was a child, the lady who had guided him back to his mind, had very firmly told him off for prying into gifted people's minds. Normal people can't help but flinging everything out there, but talents are a little harder to read, so Phil doesn't pry unless welcomed further in.

_'Biopath... I think that's the best way to describe it. Matter over mind, I suppose.' _More amusement and Phil is convinced that this _biopath_ is entirely too cheerful, his natural joviality being force-fed into Phil's mind through their current connection.

_'Where are you then, Mr Biopath?'_ He's never encountered someone else at one of these games, who used their talent to alter the outcome, and there's a good part of him that wants to see this other _talented_ person.

_'Where are you, Professor X?'_ The thought that comes back to him is amused, it drips laughter and Phil finds himself scowling at the crowd opposite. Somewhere over there, there's another talent, and he seems utterly incapable of not laughing at Phil. '_Nevermind, I'll find you_.' The next thought is confusing and before Phil can stop himself, he's on his feet, arms waving. It's a very odd sensation, someone else controlling his body, in retaliation; he sends what is the mental equivalent of a smack to the ear to the other talent. On the other side of the field, there's a slight scuffle. '_Oww.' _The other talent sounds contrite. _'That hurt. What'd you do?'_

_'Nothing you didn't deserve, jerk.'_ Phil scowls, trying to spot which one of the crowd had caused the chaos, finally spotting what looks like a jock, solidly built, apologising to the people around him and shuffling off the bleachers.

_'C'mere, I wanna talk to you.' _Now that he's been identified, it's easier to know what to look for in other people's minds. He might not pry into other talent's minds, but the average people around them are a different matter. There are two sets of rules, one for talents and one for the average. Phil's mind skims over the crowd, picking out the teachers who know this boy. Scott Colton, decent grades, tends to get distracted, one brother, average home life, nice parents, good at football, out on some injury or another. Someone who fits in with everything most people want to be in high school, the complete and total opposite of Phil.

_'Why aren't you playing, Scotty? I highly doubt you're injured.' _Phil stands and starts walking to where the other boy went, through their connection comes a rush of shock. _'What? Telepath.' _Phil knows he sounds smug, but really he is, his talent has always made him a little arrogant, though he thinks it's justifiable, the minds of all of humanity are sitting waiting for him to turn his attention to them, waiting for him to pick what he wants from them. If that doesn't make you a little arrogant, then nothing will.

_'My grades were shitty, if I wanna get into college, I need to study, Professor.' _It's a surprise that Scott is so honest but Phil supposes that he must assume that the information was plucked out of his mind, not other peoples and for some reason Phil feels the need to let him not that he didn't pry.

_'Hmm, your Coach doesn't know that, he's worried.'_ The other boy is leaning against a wall, looking around. Now that he been fully identified, Phil considers leaving him standing there alone, but it would be rude, and he does try to be polite to other talents.

"Hello." Scott jumps slightly and turns to face Phil, staring at him.

"I pictured you balder." He smiles, and Phil gets the feeling that his face is very accustomed to wearing a smile, easy-going geniality seems to ooze from him, the same way _fuck off _emanates from Phil. "And in a flying wheelchair. I've gotta admit, I am disappoint." His smile seems to get bigger and Phil can feel his own frown growing.

"Phil." He extends his hand, once he's walked close enough, the grip that takes it is firm, but not overly so, the handshake of someone who's had to give a lot of them in their comparatively short lifespan.

"Scott." Still smiling inanely and the urge to read at least the surface thoughts of the other boy comes over Phil.

"Well, Scott, nice to meet you." Phil takes his hand back and watches, waits for some kind of reaction but gets nothing. The other boy is still smiling absently, as though his face is fixed permanently in a smile.

"_So_, I figured you'd be more into the whole talking with your mind thing." He taps his temple as he talks and Phil shrugs, still watching, still waiting for something other than the slightly goofy smile.

"If you have a long knife and a short one, do you always use the long one?" Phil shrugs. It's easier to direct people's thoughts with your words, far easier to pry the right information, or find the right opening to slip a suggestion in, if people are being guided by what you say to them. "What's your power, anyways?" Phil leans against the wall, and watches Scott as he shrugs and looks grim, that smile _finally _falling from his lips.

"I uh..." Colt trails off and rubs the back of his neck. "It's kind of hard to explain, but I can make people _do_ things." He shrugs, looking slightly uncomfortable, as though he's never had to explain his talent before.

"_Do things?_" Phil raises an eyebrow, and Colt sighs, and points to the referee.

"Watch." The man blows his whistle for no real reason, and looks incredibly embarrassed, shouting at one of the players. Habit has Punk skimming through his mind.

_'The fuck did I blow that whistle for? I'm getting too fucking old, going fucking senile.'_

_'Foul. There was a minor foul.'_

Phil soothes the referee's mind with an easy little lie, something that the man believes without protest.

"So you're like telekinetic?" Phil turns back to Colt.

"Not exactly, I can't affect anything that isn't alive... It's _weird_." He shrugs, rubbing the back of his neck again, and sighing.

"Well, let's face it... We're both _weird_." Phil laughs, a small smile settling on his face. Scott nods in agreement, his smile back.

"I guess, but weird is good, it's _interesting_ at least..." He trails off, the urge to pry just a little comes to Phil, but he stamps it down. This is the first time he's been able to _talk_ about his talent, it's kind of nice. "You know anyone else who can... You know?" Scott, it seems is incredibly good at bumbling through sentences, and has a habit of rubbing his neck when he's uncomfortable.

"Read minds?" Phil shakes his head, other than the dead lady; he's never come across another telepath. "Nope."

"Oh... I... I've never really met anyone else who has _any_..." Scott trails off again, his hand once more rubbing his neck, his eyes flickering over the field. His school's team just scored. A spike of happiness, juxtaposed with disappointment stabs Phil. It's always a little overwhelming when two such conflicting emotions meet, his eyes drift closed, his head resting back against the wall. "Hey? You okay?" Scott is standing in front of him, looking mildly concerned, a frown on his face.

"I'm good." Phil _knows_ he's grinning, too many conflicting emotions, and he got a _little_ too swept away in them. Scott looks at him with narrowed eyed suspicion, but returns to leaning on the wall by Phil. "I've met a few people." He says, slightly embarrassed by how far he was swept along with the crowd's feelings. It's happening more and more lately, as he gets older the stronger his talent feels and the more he has to fight it to keep it under control.

"They do anything cool?" Scott asks, a laugh in his voice, amusement bleeding over the link between them that Phil had forgotten was still there. It feels strangely like the connection he'd had with that lady, something warm and unobtrusive, something just there.

"Uh... Well, it depends how we're defining cool." Phil mutters, the after effects of his brief loss of control still shaking him up, he's usually so much more careful, so much more restrained. He might give up going to games in the future. Scott nods, and doesn't say anything else, focusing on the game instead.

"Your head is messed up." He says after a long time. Phil glances over at him. "I can feel all the sinuses being linked all wrong." He's grinning and Phil stares at him.

"Synapses?" Phil asks, he's pretty sure Scott didn't mean sinuses.

"Yeah, yeah, sure... That's what I said." His hand is rubbing at his neck again, and Phi finds he's resisting the urge to smack his arm down.

"So, my brain's messed up?" Phil decides getting the conversation back on point will serve him better than being mildly annoyed by Scott's quirks.

"Oh! Yeah, it's not like anyone else's here." He waves at the crowd. "All nice and normal, but you... Your brain is like totally weird." He sounds slightly in awe, his eyes narrowed, staring at Phil like a science project.

"I am exceptional." Phil smirks at him, his tone drippingly smug. Scott barks a laugh, and nods, seemingly agreeing with Phil.

"What's my head like?" He asks, he's trying very hard to look like he's not looking at Phil, but he's not subtle.

"I've not looked, would be rude." Phil shrugs, and folds his arms over his chest, feeling oddly defensive.

"_Look!_" Scott sounds desperately excited, and Phil sighs. The first glimpse in Scott's mind is odd, the environment unfamiliar, it's very orderly, his thoughts seemingly neatly compartmented, everything clamped down, there's something dark and grim in the recesses of this mind, Phil knows it, something awful that makes Scott as horribly aware that his talent is as much a gift as it is a curse.

"It's quiet." Phil says with a vague shrug, because it had been, linked deeper with Scott, the press of the crowd had receded, the volume a soft burble in the back of Phil's mind. Scott looks confused, as though he can't decide if quiet is good or bad. "It's _nice_." Phil scrubs at his eyes, and shakes his head. "_But_ nowhere near normal." Phil grins at him, and Scott snorts a laugh.

"Damn right, buddy!" Phil scowls over at Scott. "What?"

"I'm not your buddy, pal." He snaps, and Scott barks a laugh.

"I'm not your pal, buddy."

They watch the game in companionable silence, on the outside at least , mentally they're having a rambling conversation, a normal conversation about likes and dislikes, that Phil's certain he's never had with anyone else. Any time he's asked these mundane questions before, it's been with a different motivation, and being already aware of the answer, but now, he's kind of interested. It's going to be strange having a friend who understands his gift, strange having a _friend_ in general, but as Phil shakes Scott's hand once more, and watches him leave the game, piling back on the bus with his teammates, he comes to the conclusion that a friend is what he's just made.

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_Many thanks to the lovely Ladies and Gentlemen who reviewed: _

**JennaLee Brooks-Colton, littleone1389, alizabethianrose, Brokenspell77, shiki94, EmbraceLove and MiniBatman**

_The powers in the fic are inspired as much by Western comics as they are Japanese ones, there's a healthy dose of X-Men and Weiss Kruez in the inspirations in this. I can only hope the switch form 1st person to 3rd doesn't seem to jarring, and that I can retain your interests with this chapter! ^_^_

_This took a long time to find the time to write, it felt a thousand times longer because exam season is upon me once more... I'm not a fan of exams to be honest. __As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	3. When the student is ready

_Warnings: Future Slash (Colt/Punk) AU setting, Profanity_

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For the majority of his life, Phil has kept people as far away as he can. People are painful, spiteful creatures, and knowing their most intimate thoughts doesn't often endear them to you. However, since that one football game, weeks ago, Phil has stayed in contact with Scott. Their link a warm little spot in some corner of Phil's mind that's always there waiting to have a conversation, waiting to complain about school, or football practice, waiting, always waiting. Scott is the first person, since the old woman, that Phil has let even somewhat close, it's disconcerting in a kind of pleasant way, but there's a part of Phil that feels _exposed_ at having someone with such access to him, not that Scott takes advantage of their link, but the knowledge that he could is always there.

The first time Scott starts a conversation, it comes as a surprise. Phil, in the midst of a talent related insomnia kick, was slumped in the back of some cathedral, granting clemency to old ladies, when Scott's perpetually cheerful voice broke through the soothingly repetitive fog of prayer.

_'What you up to, Phil?'_

_'Nothing... Why?' _There's suspicion in Phil's tone, he knows there is, but Scott sounds infuriatingly gleeful, even by his standards.

_'No reason.' _Phil offers him a spike of disbelief, absently assuring some small child that their pet dog is peeing on lawns up in heaven. _'Well, okay, I wanted to see if I could use the uh... Thingy to talk to you.'_ Thingy is a stock filler word for Scott, though sometimes, well more often than not, he forges on with the totally incorrect word, never heeding that it's wrong. Phil spends a lot more time correcting him than he thinks he should, but really, it's kind of _enjoyable_, and it's nice seeing the fruits of his labour when the next time Scott uses the word or phrase it's done correctly.

_'Link, Scott, it's a link.'_ At least that's the term Phil decided on, he thinks it's possibly the best description for it, and if not the best, then at least the closest, so it's what he settled on.

_'Meh... I don't like link, makes me think of Star Trek or sausages.'_ The very familiar feeling of Scott's amusement trickles over to Phil; Scott is infinitely more amused than he is. Scott seems to find humour far more easily and in the most unlikely situations. It's something that Phil is certain is a good thing, it's good for him to be inundated with humour when there's so very little in his life to laugh about really.

_'It is what it is.'_ The mention of sausages has Phil wondering when he ate last, he can't quite remember, it's an irritating side effect of his gift, its ability to make him forget simple things like that, other people's thoughts on what they've eaten or when they've eaten more often than not overwhelm his own physical urges.

_'Yeah but who said so?'_ Scott sounds pensive, as though this isn't really why he wanted to talk to Phil, as though for some reason he's stalling for time.

_'What would you call it, then?'_ The urge to skim his thoughts, to take a little peak a little further into his mind is always hard to resist, but Phil is polite to other talents, and definitely polite to his friend.

_'Uh... Huh... I dunno...'_ Still pensive and distracted, Phil needs to try and change the subject before that urge becomes too much.

_'Link.'_ He makes it sound final, trying to force Scott onto a different topic.

_'I guess.' _Scott sighs over the link, and Phil gives up trying to pay attention to the congregation, Scott is too good at drowning out the rest of the world. When linked with him like this, it's the closest thing to silence Phil's ever experienced. It's _nice_, a little scary, but nice. _'You okay? You sound... Mandolin.'_

_'Mandolin? I sound like a lute?'_ Whatever it was that had Scott contacting him in such excitement has seemingly been abandoned in favour of comparing him to musical instruments.

_'The fuck is a lute?'_ Scott genuinely sounds confused, meaning he meant something else entirely.

_'Maudlin, Scott, maudlin. How the fuck do you pass English class?'_ It's a constant mystery to Phil how someone who isn't stupid by any stretch of the imagination, can manage to have such an incredible ability to fuck up words so often.

_'With difficulty, my friend, with difficulty. What's up?' _Phil's certain that Scott would be rubbing at the back of his neck if he were sat beside him. He can almost see the sheepish little smile that'd be on his face.

_'Nothing, just tired, I guess.'_ It's not guesswork at this stage though, Phil is tired, he's always tired but sleep is a risky business and not to be approached lightly.

_'Go to sleep?'_ If Scott's suggestion was an option Phil would take his advice, but sleep isn't safe. Lately, his power has been feeling _stronger_, more voices bearing down on him, more and more each day. He's beginning to worry that eventually other people will drown him out completely, and he's not sure he wants to know what will happen if they do.

_'Sage advice, Scott.'_ He can't really be sure if he sounds amused like he'd wanted to, something like concern comes from Scott, and Phil shifts on his pew, rubbing at his temples, he doesn't want Scott worrying about him. People generally don't worry about him, though honestly, generally, people only worry about themselves.

_'Thank you, parsley. Seriously though... Go to sleep.'_ Concern, undeniably obviously concern this time, and it makes Phil uncomfortable.

_'I... Yeah, I will. G'night.'_ Phil tries to sound sincere, but before he firmly cuts the link, he can feel a spike of disbelief and even more concern from Scott. They've never talked about the problems that arise from sleeping for Phil. It's not really a conversation that he wants to have so early in their friendship; it's a deeply personal problem, not one he thinks they're close enough to discuss yet.

Taking the night train is always a terrifying prospect, but there was no other way for Phil to get back to his home. His wanderings had taken him farther south than he'd realised, so he had to brave the train. The whole journey, a man sat opposite him, staring at him, horrid little visions running through his head. Perhaps the worst thing about Phil's talent, other than the risks posed by sleeping, is that he knows exactly how perverts like this man picture him, he's seen himself in the minds of dozens of people, in various states of undress, in pain, in pleasure, he's seen the his starring roles in the fantasies of so many people. He's certain it's fucked him up a little, sex isn't something that he can say he's honestly interested in, he's seen it, heard it all too often for far too long. Love and sex are two things so separate in so many people's minds, for so many people sex is a bargaining tool, and love is something they're not certain even exists. Phil couldn't say for certain either, emotions are rather different to intellectual processes after all. It takes very little to urge the man to stay on the train when it pulls into Phil's stop, people like that man will generally keep their thoughts to themselves, generally they don't act on them. The ones that do though, those are the ones that Phil would love to stop, would love to prevent them from hurting anyone ever again. The worst thing is, Phil knows he can, knows he can stop somebody so very easily with his gift. People can barely handle their own thoughts bumbling around in their heads, let alone the thoughts of everyone around them. He did it once, only once, to a man like the one on the train, only this man had been more proactive, had grabbed a terrified nine-year-old Phil, and tried to drag him away. The news had reported it as a massive brain aneurysm. Phil knew the truth, has been trying to forget the truth for a good eight years, but funnily knowing you made someone's brain dribble out of their ears is hard to forget.

_'Hey!'_ The next morning Scott's voice over their link drags him back fully to consciousness. The night, Phil had spent in the strange half-asleep, half-awake he has instead of actually sleeping. He glances at the clock by his bed, briefly wondering if Scott had meant to act as an alarm clock, seeing as he'd woken Phil up in time for school.

_'You sound awake.' _Phil steps into the shower, going through his morning routine without a thought, focusing instead on talking to Scott.

_'Do I?' _He does, incredibly chipper even by Scott's high standards of cheerfulness.

_'Infuriatingly so... What's got you all bright eyed and bushy tailed?'_ Phil's grimly aware he probably sounds half-dead, but he feels it. He needs to find some better way to deal with his exhaustion; the current method just isn't working anymore.

_'I wanna talk to you.'_

_'Okay, go ahead.'_ Phil rests his head against the tiles, hearing the sounds of his family waking; the urge to persuade them to stay in bed till he's gone comes over him. He's entirely not in the mood to deal with them.

_'No, no. I wanna talk to you. You free tomorrow?'_

_'What day is that?'_ Honestly, he isn't sure, the lack of sleep, and the garbling thoughts of his family clouding his mind to the point that he really can't be sure what day of the week he's on.

_'Saturday, Phil... Are you okay?'_ More of that concern from last night, it still makes him feel horribly uncomfortable. Concern for him isn't something he's used to; people are generally too concerned with themselves to be concerned with him.

_'I'm good, just-'_

_'Tired? You need to sleep more. You live near the red light district or something?' _Scott laughs, and Phil shakes his head, getting out of the shower.

_'What? No! Why?'_ He gets dried and dressed quickly; his father's making a move out of bed, the headache his hangover is giving him, bleeding over to Phil.

_'All that fucking, it's the only thing I can think of that'd keep you awake so much.'_ Phil has to resist the urge to laugh, typical teenager thought processes, really sometimes Scott is so normal it's funny.

_'So tomorrow?' _It's not a subtle change of topic, but really, Phil isn't in the mood to discuss his sleeping patterns with Scott. They might be friends, but he doesn't think that their friendship is at the sharing bone deep fears of getting lost amongst the minds of the rest of humanity and dying stage yet.

_'Huh? Oh, yeah, tomorrow. You know the big park with the lake?'_

_'Yeah, I know it.'_

_'Bout two? That okay?' _Two sounds late, Phil would rather it was earlier but there's more than likely a reason Scott wants to meet so late in the day, probably something football, or family related.

_'Park at two, tomorrow... Yeah, it's fine.'_ He leaves the house; skipping eating breakfast, he's not entirely certain that there's any food in the building in the first place. There's plenty of empty cans though, he knows that for a fact.

School is a strange place for Phil. Its place where most everyone is constantly on guard, looking out for themselves. How people can forge friendships in place like this he's no idea, yet some people must. He has a _skewed_ view of friendship really, he knows that, but people gravitate towards two types of people. The first are those who are like-minded, people who will agree with them, bolster their egos, match their ideas. These _same_ friendships are on the surface very strong, but deeper down, the thoughts beneath them are more selfish; people like to dwell on how they're superior to each other in the ways that they're similar. It seems counter-productive to Phil, but long ago, he came to the conclusion that he doesn't understand _normal_ people. The second type of friendship is one that is based on a deficiency. These friendships _should_ be more vital to people, but they are in fact more fragile, because people don't like being reminded of their flaws, of their weaknesses. If there is one thing people truly don't seem to be able to handle, it's having their deficiencies pointed out to them. Phil thinks he's rather different in that respect. He's more than aware of his failings; his deficiencies cause him no problems because he has a work around for them all, and if can't work round them, he'll make you forget they're there.

The day goes as he'd expected until the last class, English. Instead of the normal, dusty mind obsessing over how to get more children to read Ray Bradbury novels, it's someone with a smooth cool mind, like glass. Phil sits in his normal seat and stares at this new teacher, a man in a suit, bald save for a greasy ring of hair, a smirk on his face.

"Ladies and Gentlemen, my name is Mr Heyman." The man writes his name on the board, neat little letters to go with his cool little mind. Phil can't help but think this man is a talent. His mind is too quiet for him not to be one; the glassiness is too uniform, too strange, too not normal. The entirety of the lesson, Phil pokes at this strange mind, tries to find a chink in the smoothness of it, but there's nothing. It's like trying to find a pockmark on a pool ball, there's nothing, it's smooth, flawless.

"Mr Brooks, if you would." After class, the teacher flags Phil down, pointing to a chair, his eyes narrowed, something like a sneer on his face.

"Mr Heyman?" Phil sits nervously, something in stomach rebelling at being alone with this man. He might seem pleasant, but Phil has no doubts that behind that glass shell, his mind is churning with grimy thoughts.

"How long have you been aware of your... _Talent_?" The man perches on the teacher's desk, the smile on his face, Phil thinks, is meant to kindly and reassuring, but it's anything but that, it's a leering thing, like the man is peeking into Phil's mind himself.

"I don't understand, sir." Phil fidgets slightly, and the man stand, walks up to the desk Phil is sitting behind and slams his hands down on it, making Phil jump slightly, sitting up straighter, staring at the _teacher_.

"You're quite strong for a _child_, Philip, but really, that's all you are." Heyman taps Phil's temple with one finger. "A child with no real understanding of the gift he possesses." Heyman straightens up, fixes his tie, schooling his face into blankness. _'I could help you, Philip. Train you to use your gift, teach you how to keep everyone out.'_ Heyman walks behind Phil, resting his hands on his shoulders, squeezing them lightly. _'You look so very tired... It's difficult at night, isn't it?'_

"I don't..." Phil starts his voice soft, something in the pit of his stomach is rebelling at having this man's hands on him, something inside of him wants this man far away. _'I don't want help.'_ Phil is honestly proud of how firm his mental voice sounds, how strong his convictions feel, but Heyman laughs, squeezing his shoulders again.

"Think on it, hmm?" He lets go of Phil, and is back in front of him swiftly. "I'll be here for a while... When you change your mind, I'll talk to you some more, okay?" Heyman smiles and waves towards the door. "Enjoy your weekend, Philip." Phil grabs his bag, and heads for the door as quickly as he can. "Philip, do say hello to Scott for me."

That night, Phil spends sitting in a cathedral, he sits granting forgiveness and punishing as he sees fit, carefully keeping his mind blank, he ignores Scott, he ignores his thoughts on Mr Heyman, he ignores everyone but the faithful flock that file in and out of his church.

"Hey!" Scott comes jogging up to him, and flops on the bench beside Phil, narrowly avoiding the bag of stale bread Phil is tearing up and feeding to the pigeons. "Sorry, I'm late." He grins over at him, but Phil keeps focussing on the birds gathered in front of him.

"S'okay, didn't have anything else planned." Phil mutters, tossing more bread to the birds. Scott nudges him with his shoulder, and Phil shakes his head. "So, you wanted to talk?"

"Yeah, I did... You okay?" Scott nudges him again, clearly wanting some kind of acknowledgement, but he keeps his head bowed slightly focussed on the birds.

"I'm fine." Phil mutters, but the truth is he's not, he's anything but fine. He feels like he's drowning, like every voice around him is screaming for his attention, he's going to lose himself at this rate, and he's no idea what to do. Without his consent his head lifts and turns to face Scott. Phil glares at him, using their talents on each other is something that, he thinks, should obviously not be permitted.

"Fuck me, Phil... You look like shit." Scott pokes at the bags under one of his eyes, and Phil pulls back.

"Personal space, fucker." He sneers, and Scott laughs, rubbing the back of his neck.

"There was a sub at my school." He changes the subject, grabbing some bread from the bag between them. "A sub that-" _'They had a talent, they knew that I had a talent...'_

"Mine too." Phil says softly, eyes narrowing. Two substitute teachers, two talents, who knew about his and Scott's powers. _'They say anything about training?' _Phil can still feel the almost slimy coolness of Heyman's mental voice; it was nice feeling Scott in its stead, feeling those warm, jovial tones in place of slimy coolness.

_'Yeah... Were kind of... Weird about it, like I didn't really have a choice, you know?'_ Scott sounds confused, as though he isn't happy with his encounter with his substitute as well.

_'No choice... Yeah, I got that too...'_ Phil trails off, his mind overwhelmed by a gaggle of power-walking women, their thoughts sharp and bitter towards each other despite their laughing and joking exteriors. Scott nudges Phil's shoulder again, drawing him back to himself. Phil scrubs at his eyes, he tired, far too tired.

"You need to sleep, man." Scott mutters, nudging Phil again.

_'I know...'_ Phil keels over, his head flopping onto Scott's shoulder. _'Feed my birds.'_

Phil wakes confused, he doesn't know where he is, it's quiet though, neat, orderly, everything clamped down. He can feel panic coming over him.

_'Fuck me! Calm down!'_ Scott's voice, Scott's mind, that's where he is, Phil tires to calm himself down, succeeding barely, finding his physical form, and scurries away from being so meshed with Scott.

_'The fuck was that?' _ He knows that Scott won't know but really, he doesn't either, so there's no harm in asking.

_'You're the telepath, Phil, you tell me.'_ Scott moves beside him, shoves Phil off his shoulder. "You just kind of... Passed out?" He shrugs and glances over at Phil. "You sick?"

"No... No... I'm just-"

"Tired?" Scott interrupts with a sigh, rubbing the back of his neck again. "I'm gonna start worrying about you, you asshole." He laughs, and Phil nods, feeling stupid, feeling painfully like a child.

"So what do you make of these subs then?" He changes the subject, unwilling to further discuss his sleeping, more than unwilling to discuss that the however long Scott let him sleep against him is probably the longest and best he's ever slept.

"Ah... I was hoping you'd have something to say about it, to be honest... _Training_ is tempting but-"

"There's something off about the whole thing?" Phil asks, standing, the urge to slump against Scott's side is painfully strong, and not something he should indulge.

"Off is being polite, Phil. This is fucking suspicious, with a capital S." Scott stands too, snagging the empty bread bag. "Fed your birds." He grins over at Phil, kicking his ankle lightly. "Friendly little things. Can you read their minds?" He smiles at Phil, and Phil can feel a smile on his own face, this is one of those moments when he's painfully aware of his deficiencies, and painfully glad he has a friend to cover for them.

_'I've been thinking.'_ Scott's voice comes over their link late in the night. Phil had been carefully staring up at his ceiling, trying to block out the mental tirade his mother had been having on his father's addiction to alcohol. Self-realisation for her would great and terrible thing, there are times when Phil wonders if he went in and fixed his mother so she didn't have to rely on her medication, would she resent it or not.

_'Oh?'_ Phil doesn't make the cheap joke Scott was likely expecting, instead Phil is grateful for his friend's voice to break up the familiar misery of his neighbourhood.

_'I think they're government.'_ Scott sounds rather pleased with himself, and at this, Phil can't help but laugh.

_'You're probably right... You should be asleep, Mr Colton.'_ Phil glances at the clock; three am is when good boys should definitely be asleep.

_'So should you, Mr Brooks.'_ Scott laughs, and cuts the link, clearly asleep. Phil goes back to considering just how long it would take to make his mother sane.

He spent Sunday brooding, going from church to church, listening to prayers, his mind buzzing with his, and Scott's, problem. It makes sense that they must be recruiters from some kind of government thing. It makes sense that there would be a government agency or something like it to deal with talented people, but why wait till now. That's the part that Phil can't make make sense to him. He's had his power for as long as he can remember, Scott has too, so why wait till now to come for them? Were they not powerful enough before, were they too young, or something else entirely? Did they somehow make themselves known by doing something stupid? He's not sure, and honestly, Scott isn't much help in the matter. He's in the same boat, has been entertaining the same thoughts. The story of how the sub at his school revealed themselves was, thankfully, infinitely less creepy than Heyman with Phil; it was almost a nice story, like the guy really wanted to mentor Scott. Phil told the story of his meeting with Heyman, edited_ heavily_ to make it seem less creepy. Phil isn't sure why, but he didn't want to raise any doubts in Scott's mind about how capable Phil is of handling himself, Phil is perfectly capable, even against Heyman, probably at least.

He broods on it all day, wandering further and further from the city, till he finds himself in the suburbs. It's surprising how far he's wandered; Phil has no idea where he is in the least. A quick scan of the minds around him reveals something at once wonderful, and utterly terrifying. The house he's standing in front of is owned by a family consisting of one mother, one father and two sons. The mailbox is marked with their name _Colton_. Somehow, Phil wandered to Scott's house.

Lying in Scott's bed should definitely feel more uncomfortable or at the very least strange, and Phil's sure he should feel bad about breaking and entering, but wrapped up in his friend's blankets, in his friend's quiet suburban house, he couldn't really care less. Out here in the suburbs there's so few people, fewer voices vying for, demanding Phil's attention, as he lies snuggled under Scott's blankets, the closest thing to sleep he ever has comes over him. It's less sleeping and more like a light doze, his mind ready to snap awake at the slightest provocation, like the door to Scott's room opening and closing.

"What the fuck?" Scott sounds suitably confused; he pulls the blankets from over Phil's head and stares down at him. "Does my mom know you're here, Phil?" He asks, absently sorting the covers, apparently, seeing Phil in his bed isn't quite as distressing as Phil had thought it might be.

"No... I... In my defence, the window was open." Phil shrugs, sitting up, managing to look slightly contrite. Scott laughs, rubbing at the back of his neck; he seems incredibly calm for having found his friend in his bed, after climbing through his bedroom window, this really should cause a minor freak out at least.

"Okay... What are you doing here, anyway?" He asks, sitting on the edge of the bed. Phil moves over slightly, something awkward coming over him. He's not sure of why he's here in the first place, but now that he is, he knows what he wants, a repeat of the nap he had on the park bench yesterday.

"Uh... Sleeping?" He laughs, before he can stop himself he's rubbing the back of his own neck, feeling a sheepish little smile on his own lips. He's little doubt that he looks like he's doing a bad impression of Scott.

"Okay... Whatever." Scott stands, grabs some pyjamas from the pile of clothes on a chair. "Here." He tosses them to Phil, starts rooting through the pile, pulling another pair from it, and gets changed. Phil stares down at the bundle of fabric in his lap. "What? You plan on sleeping in your clothes?" Scott asks him, confusion on his face.

"Uh, no, no... Thanks." Phil changes quickly, without getting out from under the blankets, feeling painfully awkward, shoving his clothes out the side of the bed, and trying to get settled once more, rolling on to his side, his back to Scott.

"Well, g'night." Scott turns the light off, and gets in the other side of the bed. They lie there in awkward silence for a long while before Phil squirms, moving to lie on his stomach, one hand thrown towards Scott.

_'Hold my hand.'_ He pretty sure he shouldn't make it a demand, because it's really a tentative request, but demanding it is more likely to get Scott to comply with his odd request.

_'Uh...'_ Scott sounds surprised, as he should be really, but honestly if Phil wasn't convinced that physical contact would help him stay grounded when he slept, he wouldn't be making the request, so surprise is something Scott is just going to have to get over, because Phil is _certain_ he needs this.

_'I get lost.'_ Phil starts, quietly, so soft he's not sure that it'll be audible over the link. _'When I sleep, properly at least, I get lost, like yesterday... I woke up in your mind, cause you were the closest mind to me, but sometimes... I...'_ "Fuck it, nevermind." He says, his voice overly harsh, and he moves to pull his hand back to himself, but Scott grabs it firmly.

"Go to sleep." Scott sounds odd, his voice quiet and clipped, the urge to peek in his mind is powerful but Phil lets it go, instead focused on the feeling of Scott's hand wrapped around his, their fingers entwined. _'I won't let you get lost, Phil, promise. You'll be safe, I've got you.' _Phil's almost certain that he wasn't supposed to hear that, is almost certain that the only reason he did is when people _truly_ believe their thoughts, they tend to broadcast them. _'G'night Phil.'_ That he was supposed to hear, the quality of the thought firmer, less wispy.

_'G'night.'_ He might not have meant for Phil to hear it, but he trusts Scott's thought, trusts that he won't get lost in the tangle of sleeping minds, because he has an anchor, he has his friend.

* * *

_Many thanks to the lovely Ladies and Gentlemen who reviewed:_

**Rebellecherry, littleone1389, Brokenspell77, InYourHonour and shiki94.**

_I hope we can maintain your interest, we're just getting into the firs "arc" of this fic, so if it seems slow, I'm sorry..._

_This took a long time to find the time to write, it felt a thousand times longer because exam season is upon me once more... I'm not a fan of exams to be honest. __As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	4. The Teacher Will Appear

_Warnings: Future Slash (Colt/Punk) AU setting, Profanity_

* * *

Silence is not something Phil is used to, but it's almost exactly what he wakes up to, no rambling onslaught of the rest of humanity, just the quiet buzz of Scott's sleeping mind, the feeling of his hand still firmly clamped in Scott's own and this strange sensation of being almost entirely alone in his head. He tries to reach out with his gift, tries to find anyone else, the silence is too ominous for him to deal with, but he finds nothing, an empty hole where his talent should be. Panic descends over him. Maybe this had been a terrible idea, maybe he'd somehow managed to knock his talent offline, maybe Scott has somehow stolen it.

"Wake up." He twists awkwardly, managing to squirm onto his other side to face Scott. "Wake up." Scott groans vaguely and lets go of his hand.

"Urgh, what time is it?" He fumbles for his alarm clock, glaring at the clock's face. "Phil, the fuck? It's like three am." He yawns, scrubbing at his eyes. "Go back to sleep." He grabs Phil's hand once more, his thumb moving over the back of it. "I'll drive you into the city in a bit."

"Scott." Phil tugs at his hand, scowling at his friend when he doesn't let it go. "What've you done?" He's getting desperate, this silence is making him panic. _'Scott, where's my power?' _He tries over their link, feels sleepy irritation from Scott, which makes him calm down a little, it's not gone entirely, it's just not working properly.

_'It's right there. I just... There.'_ Whatever it was Scott had done is removed and the rest of the World comes flooding back, a tsunami washing over Phil all at once. He scrambles to keep himself together in face of the onslaught. "Shit... Phil? Phil... Fuck, fuck, fuck, wake up... Fuck opens your eyes." Scott hovering over him, shaking him is the next thing Phil is aware of, panic in his voice, fear oozing over their link. "Shit... I'm sorry, I didn't think." He rubs a hand over his face, staring down at Phil. "I just took the block off all at once, I didn't think about what would happen."

"Oww." Phil's head feels like it's stuffed with glass. "Block?" He moans, lying as still as possible, even breathing hurts. The buzz of humanity has settled down, is more manageable but his head is _pounding_.

"Uh... Okay, your brain is weird, but I've been looking at it when we _talk_." Scott looks guilty. It seems unlike Phil he has no qualms about using his gift on other talents to learn more about them. "Sorry... But I worked out the bits that are responsible for uh... Receiving, I guess... I just kind of turned them off so you could sleep." He smiles awkwardly, moving away to lie on his back once more, taking Phil's hand back in his. "I should have known that just switching them all on at once would be a bad idea." He laughs softly and turns to his side, his free hand strokes over Phil's forehead, some of the pain of the headache easing. "I'm sorry." He sounds so very sorry, as though he really had meant solely to help. "I should have told you."

"You went poking about in my head without my consent?" Phil closes his eyes, each gentle swipe of Scott's finger over his forehead takes a little more of the pain away, it's _nice_.

"Ha, well kind of, but it's like putting a bowl of candy in front of a kid and expecting them not to stuff their face." He laughs softly. "Better?" He asks, the pain in Phil's head is gone, entirely wiped away, even the low-level throb he always has isn't there, for the first time in forever there's no niggling pain in Phil's head. It feels strange but wonderful at the same time.

"I've not pried in your mind." Phil mutters indignant, but nodding slightly. His head is better, better than it's possibly ever been. The temptation is always there, the urge to pry, to lay each one of Scott's secrets bare but Phil's _always _resisted, has respected Scott's privacy, and had expected something of the same courtesy.

"Really? Man... Phil. You've _way_ more self control than I do." He laughs, stroking Phil's eyebrow, something odd flitting through his eyes, and quickly snatches his hand away from Phil's face. "I'd not be able to resist a poke round in someone's head." He lies back on his side, and squeezes Phil's hand. "You can look, if you want to." He sounds uncomfortable with the idea, discomfort bleeds over their link.

"Matter isn't as revealing as mind." Phil mumbles, the dreams of the people around them pressing on his mind, loud and colourful, distracting in their vibrance. It's true enough, that there's nothing _personal_ to be gained from understanding the mechanics of a talent, but knowing every little secret someone has is a different matter entirely. Scott laughs softly and nods, relief flooding over their link.

"True... I imagine it can't be all that much fun having everyone flinging everything at you all the time." His thumb still moving over the back of Phil's hand. The temptation to take him up on the offer to peek in his mind, to take just one piece of candy from the bowl is strong, but restraint is the one word Phil lives by, so he ignores it staunchly. "You wanna go to sleep again... Or I could drive you home now..." The link sends some strange nervousness, and the urge to check what the origin of it is incredibly appealing. Scott seems unsettled, despite how relaxed he looks lying on his back, resolutely staring up at the ceiling, his thumb moving over Phil's hand.

"I..." Phil yawns and closes his eyes. "I'm still tired." He says firmly, trying to settle on his back.

"Kay, you want me to... You know turn the sound down a little?" Phil decides then that must be what's wrong with his friend, he's worried about having _switched off_ Phil's talent, worried how he would react. Honestly, it's not something Phil thought Scott would be able to do, but it's a useful skill, right up there with being able to take away headaches. If he had both of their powers, Phil's certain he'd be even more worthy of title of God.

"Please... But in the morning, don't just stop, slowly?" Phil squirms, he generally doesn't lie on his back to sleep, he's more likely to curl up on his side, but Scott's holding the wrong hand to let him turn his back easily. The volume of the omnipresent voices is turned down, fading to a quiet buzz, soothing, like static.

_'That okay?'_ With every other voice muted, Scott's voice over their link sounds clearer, sharper, his emotions bleeding through more and more, the concern he has for Phil is astounding, and more than a little bewildering.

_'Yeah... But it's weird. I've never been this alone in here before.'_ Phil laughs softly, giving up trying to get settled on his back and lying on his side facing Scott. _'It's weird.' _

_'I can imagine... Well actually, I really can't.'_ Scott laughs, squeezing Phil's hand again, but carefully not looking at him. _'I'll drive you in bout six? That okay?'_ More concern, the desire to get to the root of that concern is pressing and Phil's grateful he has his restraint or he'd be picking Scott's mind for answers.

_'I'll let you see what it's like if you want. Six is good.'_ Phil yawns, his eyes closing, sleep creeping over him.

"Hey, wakey-wakey." Scott's hand shaking his shoulder wakes him up, the volume of the rest of humanity slowly getting louder and louder until it's at the normal babbling level. _'I do that better this time?'_

_'Yeah, yeah, better... What time is it?'_ Phil sits up, scrubbing at his eyes.

_'Just after six. C'mon and I'll feed you before my parents get up, then we can get your ass back home.'_ Scott gets off the bed, his thoughts quietly buzzing in the corner of Phil's mind, loud but indistinct because Phil is carefully ignoring them. _'I've been thinking.'_ Scott glances over at him, and starts getting dressed in yesterday's clothes.

_'I know... You never seem to stop doing that. You're like a fridge buzzing away.'_ Phil grabs his clothes from the floor by the bed, getting dressed under the covers quickly, then shuffling out from under them to pull his sneakers back on. Scott laughs at him and straightens the blankets on the bed.

_'Sorry, but do people ever stop thinking?'_ He sounds interested enough in his question but abandons it in favour of opening the bedroom door, peeking out trying to judge if there's anyone likely to see them sneaking out.

_'They're all asleep. Your brother has weird dreams, like hentai tentacle monsters weird.'_

_'Uff... I really don't need to know my brother's kinky sex dreams...'_ Scott audibly groans and waves Phil forward. _'Please don't tell me my parents are having sex dreams too.. I think there are things people can live without knowing.'_

_'You'd be surprised what you can live with knowing though.'_ Phil follows along behind him, laughing softly, but still scrubbing at his eyes. Being this well-rested feels strange, he can't actually recall a night's sleep that was this good before. Last night he's almost certain he had his own dreams, though it might have been Scott's seeing as he was in the dream too, but he can't say with any certainty if Scott would dream of winning the Stanley Cup, he's a football player not a hockey one. _'So you're feeding me?'_

_'Milk's in the fridge, cereals in here. I'm no chef man, but I can maybe do pop-tarts...'_ Scott pours out two bowls of cereal and accepts the milk from Phil, before setting the bowls down on the counter. _'So, like I was saying... I've been thinking about the subs.'_

_'Hmm?'_ Phil watches Scott carefully, he seems odd this morning, his mind buzzing louder than usual, but that might be because they're in closer proximity to each other.

_'We can't make any decisions on this whole situation till we know more.'_ He says devouring his cereal efficiently, unlike Phil, who's carefully fishing it out of the milk, spoonful by spoonful, leaving his milk to be consumed last.

_'Agreed. So this week we try and get something out of them?'_ Phil glances up from chasing the last bit of cereal from his bowl of milk, Scott's staring at him, something odd in his eyes, his thoughts less buzzing and more humming, quiet and gentle.

"Huh?" He shakes his head and smiles awkwardly at Phil. _'Yeah, question the fuckers.' _He rubs the back of his neck, the awkwardly sheepish smile still on his face. _'How far in do I need to take you?'_ He takes his bowl over to sink and drops it in. Once he's finished drinking the milk from it, Phil adds his on top, and frowns.

"We should wash these..." He mutters glancing over at Scott, who shrugs, twirling car keys round his finger.

"My mom has teenagers, she's used to random bowls in the sink." He leads the way to the family car, opening the passenger side door with a curiously chivalrous flourish. "How far?" He asks again, starting the car and pulling out of the drive.

"The nearest subway's fine, I'm on the other side of town, you drive me you'll be late." Phil rubs his temples, the closer they get to the city the more voices press down on him, the silence of last night was at once a blessing and a curse it seems. Scott's fingers brush over his temple gently, the headache easing somewhat.

"Your brain's a fucking mess you know that, right?" He laughs, eyes never leaving the road.

"I know, I know. Thank you." Phil mutters closing his eyes.

"I'm guessing Advil doesn't help?" Scott laughs, turning off into the city proper, glancing at Phil from the corner of his eye, concern bleeding over their link.

"Nothing helps... It'-"

"Did I help?" Scott sounds worried, there's something bothering him and Phil's getting to the stage where courtesy can be damned, he wants to know what's wrong with his friend, because there's certainly something wrong with him.

"Yeah, yeah, you did." Phil pats his arm, a smile on his face, trying to send gratitude over their link. Scott nods but doesn't say anything, his thoughts back to the buzz, which Phil is almost disappointed over. The hum had been pleasant, almost melodic, and he _misses_ it.

"Good, I..." Scott glances over at him and shakes his head. "Here okay?" He pulls over by a subway station.

"We need to talk to the subs." Phil says, folding his arms over his chest. "We need to get answers... Who they work for at least." He sighs. "Today, I have mine today, second... I'll try then."

"Practice, after school." Scott looks horribly pensive, but seems to snap out of his mood once Phil unbuckles the seat belt, his sheepish smile spreading over his face, and his hand rubbing the back of his neck. "Be careful, okay? You make me worry." He laughs, concern flooding the link between them. Phil laughs and opens the car door, pausing half way out.

"Worry bout yourself, Colton. I'll be fine." A grin on Phil's lips, gratitude and happiness forced over their link.

"Yeah, yeah, you scruffy punk, get out." Phil closes the door of the car and enters the subway, heading back towards his house, intending to shower and change before school, being late be damned. _'Phil... If you get something-'_

_'I'll keep you updated, don't worry. You free after school? We can meet, discuss strategy...'_ Phil's not sure why he's making this offer, it feels kind of desperate, like he wants to know he has an ally in this fight, because it feels like he's going into a fight, nervous butterflies fluttering round his stomach, that even the misery of a Monday morning pressing down him from every side can quell.

_'The park with your birds?'_ The same before a fight feeling comes bleeding from Scott. At least this is something Phil's not alone in dreading; at least this is something that Scott isn't looking forward to as well.

_'Sounds good. Later.'_

_'Yeah... Later... Phil? Be careful, okay?'_ Concern, that vast unending well of concern again. It's strange having someone so worried about him, but Phil supposes that's what friends do, worry, want you to be okay, only really, that's not what they do at all. Really, just finding out exactly what Scott wants from him would spare him so much trouble, would stop him from enjoying this having a friend nonsense, because at the end of the day, people mostly only care this much about themselves. Yet, the concern, the gentle touch that took away his pain, those things felt _real_, sincere. Phil shakes himself from such pointless thoughts, what Scott's motives are will be revealed in time, it's just a matter of waiting him out, and making use of his abilities to help Phil in the meantime.

_'Yeah, you too.'_

"Good morning, Mr Brooks. Nice of you to join us." Heyman smirks as Phil shuffles into the classroom. It was bad enough being late, but being late for this class was not something Phil wanted. He foolishly hoped his visit home would be quick, but his family had managed to delay him at every turn. In the end, he'd simply convinced them he wasn't there. The invisible man trick is one he's been working on. He's so rarely in the house, that it doesn't take much to convince them that they can't actually see him standing there. He thinks it's a fairly useful little skill to be developing. Heyman turns from Phil quickly enough, and continues teaching the class, droning on about something Phil barely registers, as he skulks to the back of the room. _'How is your dear friend this morning, Philip?'_

_'Fine.'_ Heyman laughs at him, still writing on the board, his attention unwavering in his role of being substitute English teacher, whilst Phil's scattered and flustered in the role of tardy student.

_'Well, I'm glad you got some rest. You look better rested.'_ Heyman laughs again and Phil cringes. He's never had someone rifle through his mind the way Heyman just did, drawing memories up, little fleeting emotions, ghosts of physical sensations passing over him as the memories were relived. _'I imagine you're aware that you're due a detention for being late.'_

_'I know.'_ Phil closes his eyes, he can guess that Heyman will be in charge of his detention period, that he'll use it as an opportunity to try and persuade Phil that he needs this _training _of Heyman's.

_'You're so very sceptical of my offer, Philip. Honestly... Wouldn't you like to be able to build a shield like mine?'_ Phil scowls down the classroom at the man, _shields_ would be nice, but there's something off about this man, something that Phil just doesn't trust. He feels like flying a kite at night, just intrinsically unwholesome. The rest of the class Heyman leaves him be, the only contact they have is when he hands Phil his detention slip.

The school day passes quickly, far quicker than Phil wanted it to, Scott was utterly silent all day, the buzzing of his thoughts low and almost forgotten. It's far too soon for Phil's liking that he ends up alone in a classroom with Heyman once more.

"Well, Mr Brooks, you've had time to consider my offer... What do you say?" Heyman sits behind the teacher's desk, his fingers steepled, watching Phil carefully. No matter how much Phil tries to find a crack in Heyman's shields, there's nothing, only that infuriating smooth blankness, there's no way to see how sincere or duplicitous in this he is.

"I've not thought about it at all, sir." Phil shifts in his chair, uncomfortable under Heyman's eyes. "Even if I had, I don't know anything about you..." He squirms again, feeling like a butterfly pinned to a board under Heyman's calculating gaze.

"About me?" Heyman laughs and stands, sitting at the desk beside Phil. "I'm a simple man, an _advocate_ really." He smiles, trying for friendly, but looking like a lion with his trainer's head in its mouth.

"An advocate for what? Look, Mr Heyman, sir." Phil stands, paces over to the wall covered with windows, feeling uncomfortable with Heyman so close to him. "I can't think about what you said because you didn't really _say _anything." Heyman smiles indulgently at him, like a kindly grandfather dealing with a particularly stupid child.

"Well, what questions do you have, Philip?" He smiles, pulling the chair beside him out, gesturing towards it.

"I'll stand." Phil shakes his head, glancing out the window, watching the students mill about, the cliques and gangs, all carefully not mingling. "Who do you work for?" The first question is important to Phil. He's considered this carefully, has considered the likelihood of who might want people with talents and what they might do with them. In no scenario, he's considered, has there been a good outcome. Heyman sighs, and comes over to stand by Phil, his hand resting on his shoulder.

"It's called Developmental." Heyman smiles awkward, the glass reflecting his face. "A training program for gifted children."

"Training for what?" Phil folds his arms over his chest, a scowl on his face. _'Developmental_._'_ He sends to Scott, getting a note of surprise in return.

_'Ooo, snap. Anything else?' _Scott sounds frustrated, Phil gets the feeling he's probably having a similar conversation with his sub. He can only hope it's without the weird creepy undertones Heyman oozes.

"Training for using your power to its fullest potential." Heyman turns to look at Phil, his eyes narrowed. "You know it's rude to talk to someone else when you're already having a conversation." His lips twist into an unflattering scowl, making him look almost comically evil.

"Training to use it to its fullest potential for what reason?" Phil ignores his comment, pushing for a real answer to his question. Training is all good and well, but he needs to know the reason behind this gracious offer. No one does anything for free, there are strings attached to this, more than likely, lots of strings.

"Philip, I work for people who are concerned about your wellbeing, they only want what is best for you." Heyman turns to lean his back against the glass, his eyes closing, one hand pinching the bridge of his nose. "What you do with this _training_ is your decision. There's options, several options for someone with your gift, but right now..." Heyman catches Phil's chin, forcing him to meet Heyman's eyes. "Right now, your only option is this." Phil tries to step back out of his grasp but it tightens. "Your only option is hiding amongst these _average _people. A life where you spend your time trying to stop yourself from getting lost, a life where you're constantly afraid, constantly tired, constantly trying to fit in."

"I don't try and fit in." Phil snaps, his hand clamping onto Heyman's wrist squeezing, trying to force him to move his hand.

"Philip, I'm stronger than you." It's a causal sounding observation, and Phil is more than certain that Heyman isn't talking about differences in physical strength, the subtle pressure in his mind, the increased volume of the voices, that's Heyman's doing. They get louder and louder, pressing on Phil from every side.

_'Oh fuck...' _He's no idea what he wants Scott to do, but before the world turns black Phil's last thought is to him.

He wakes up on the floor, Heyman crouching in front of him, eyes narrowed, a Kleenex in his hand.

"Your nose." He hands the tissue to Phil and stands, straightening his suit pants. "Like I said, Philip, you're strong for a child, but you need to be trained." Phil swipes the tissue under his nose, feeling the blood trickling from it, seeing the paper coming away with bright red streaks.

_'Phil! Fuck, you okay? What the hell was that?'_ Scott's voice comes over the link, panic flooding it, whatever it was Heyman did, it affected Scott, or at least he knew something was happening to Phil, and is panicking over it.

_'No shouting.' _Phil sends him quietly over the link. The headache he woke up with this morning was _nothing _compared to this, it feels like his brain has been replaced with razor blades and broken glass, he feels fragile, shaky, like he wants to curl up in a ball and die for a little bit. Heyman looks down at him thoughtfully.

"Who _are_ you talking to?" He asks, his eyes are narrowed making him look like some kind of over-grown rat.

"You don't know?" Phil is surprised; he'd have thought someone as powerful as Heyman would know, unless this is some kind of weird test or trick maybe.

"No, you don't shield yourself very well, but your conversational partner you've got locked up tighter than Fort Knox." Heyman laughs softly. "How's your head?" He sounds slightly sympathetic, offering a hand to help Phil up off the floor. Phil bats it away and struggles to stand, using the windowsill to help him to his feet. "Stubborn child." Heyman tsks.

"You just assaulted me." Phil dabs at his nose again, the blood still sluggishly trickling from it. Heyman laughs and shakes his head.

"Object lesson, Philip. You strike me as the type of _boy_ who needs to be _shown_ rather than _told_." Heyman's hand rests on his forehead, cool and clammy, the utter opposite of Scott's touch. "No permanent damage." Phil glares at him but endures Heyman's touch; his head hurts too much to consider moving quickly. "If you let us train you, you'll learn how to do that. You'll learn so much more, Philip. Do you really want to be one of them?" Heyman juts his chin in the direction of the window. "As you get older, you'll get stronger. Your power will only get stronger, and you'll lose more of yourself every day. Little by little, like a cliff being eroded by waves, till there's nothing but sand left." Heyman's finger trails down Phil's cheek as he speaks, his eyes staring into Phil's, the expression unerringly sober. "You'll die alone, afraid, lost in a sea of other people." Phil swallows heavily, as Heyman's hand cups his chin. "_Unless_ you let me help you." Heyman presses a kiss to Phil's forehead and steps away.

"Where?" Phil croaks, wiping his forehead, the feeling of Heyman's touch lingering. "Where is your Developmental?"

"Kentucky." Heyman smiles as scowls at him. "We're recruiting here, so there's a temporary setup. You're talented Philip, there's a good chance you'd never have to go anywhere but the temporary place. Depending on how you apply yourself to your _studies_." Heyman's voice drops, his gaze flickering over Phil quickly.

"I wanna see this temporary setup." Phil clears his throat, pressing himself against the glass, wanting nothing more than to be away from Heyman, the expression on his face is one Phil is more used to seeing on late night train rides.

"Saturday morning, nine a.m. be here at the school, I'll take you." Heyman smiles genially and walks away from him, back to the teacher's desk, grabs a chalkboard eraser, and starts cleaning the board,

"I wanna take-"

"Your little friend? Scott? He's already coming, my colleague just informed me. Is he your little conversation partner?" Heyman laughs, and Phil nods, regretting it instantly, the action making the shattered glass of his brain rattle. "Good, good, then I will see you on Saturday, Philip." His back is turned resolutely, not watching as Phil sidles from the room, his steps carefully measured so as not to jar his brain, torn between wanting to shower and sleep.

* * *

_Many thanks to the lovely Ladies and Gentlemen who reviewed:_

******shiki94, ****Rebellecherry, littleone1389, and Brokenspell77.**

A little more on Heyman, and his undeniable sketchiness. Nothing too cute in this one, sorry!

_This fic and I often fall out, we both know where we're going, both know the route we want to take, it's just getting it to fill the damn car and get on the road that's the problem... But exams are over, and I have more free time, so I'm hoping to get this out more regularly... _

_As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	5. A Problem Shared

_Warnings: Future Slash (Colt/Punk) AU setting, Profanity_

* * *

Each step through the school was an exercise in damage control, each thought pressing down around him made the glass shatter more, made each sharpened razor blade dig further into his mind. By the time Phil had made it to the front entrance of the school, he could feel sweat beading on his forehead, and bile rising up his throat.

_'Scott?' _It hurt to use the link but there was absolutely no way Phil was going to make it to the park under his own power, he wasn't too sure how long he could keep his legs from buckling under him, actually walking further was too daunting to consider.

_'I'm here.'_ A soft almost whisper in his mind, then a strong arm around his waist. "I got you. C'mon." Phil wasn't in the mood to question how or why Scott as there, was just going to accept that he was. Scott eases Phil into the passenger's seat and stares down at him, worry bleeding over their link and so clear on Scott's face. "What happened?"

"Nothing good." The bile in Phil's throat is desperately close to escaping. _'Gonna hurl, move.' _Vomiting is never fun, but hacking up nothing but bile makes his stomach ache and his throat burn. His retching making the pain in his head worse. Scott's hand rests on the back of his head, standing to the side, avoiding the splash of almost violently yellow vomit.

"I don't even know where to start with this..." He trails off, his fingers spreading over Phil's head, nails scratching at his scalp gently. "You're a mess, Phil." He steps away and gets in the car. "I'll take you home."

"Your place." Phil groans, sitting properly in the car, closing the door, and buckling the seat belt. "The less people, the better." He shuts his eyes and tries very hard to focus on nothing, to ignore the constant pain in his head. Scott makes a quiet little noise of agreement, and starts driving.

"I could..." After long while, he sighs, glancing over at Phil. "I could block your power, I don't know if it'll help the pain go away, but..." He sighs again, frustration bleeding over their link.

"Leave it, it's okay." Phil swipes at his forehead, the sweat still there, the pain in his head sharp and horrid, but blocking his talent might help make it a little better but silence when he's sleeping is one thing, when he's awake is another matter, he's not sure he could handle that.

"You sure." Scott turns to look at him as they sit at a stop light. "This is gonna take some time to fix... Don't they make it worse?" His concern seeping over their link, his eyes filled with worry.

"A little but I can give some of the pain to other people." Phil chuckles softly, it's difficult but it is possible for him to siphon off little trickles of pain to other people, as they've been driving, there's been a trail of people with grim headaches left in their wake.

"Gimme." Scott says firmly, his eyes back on the road.

"No." Phil closes his eyes again, he's not sharing this with Scott, not out of any sense of fairness, but because he wants him to be able to fix the problem when they get to Scott's place, if he's clutching his head in agony, he's not going to be feeling all that helpful.

"_Phil_." Scott's tone is low, demanding almost.

"No. Look, this hurts, it _really_ hurts and if I share it with you, you'll hurt too and then who'll fix me?" Phil rubs his temples carefully, his eyes closed, stomach rebelling. The pain isn't lessening for all he keeps gifting little chunks of it to passersby. If anything, it seems to be getting worse.

"Hmm... Just don't puke in the car." Scott mumbles, over the link comes a jumble of tangled emotions, the omnipresent concern warring with angry, frustration and alarming amounts of worry.

By the time they make it to Scott's home, there are tears of pain stinging Phil's eyes, no matter how much he blinks them away, they keep reforming. He's never felt anything that even comes close to this agony. Scott parks the car and sits, his forehead resting against the wheel.

"I don't know if anyone's home." He says quietly, his voice rough. "I'll g-"

"No one." It was probably a stupid idea to look in the house, there were no minds inside, and the neighbours are all probably suffering from migraines right now, but Scott's house is empty of his family. Before Phil can really register what's going on, he's being removed from the car carefully and placed on his feet.

"Can you walk?" More of that impossible concern and Scott peering at him with worry on his face. Phil doesn't get a change to answer; Scott just picks him up, and carries him to the front porch, setting him down carefully to open the door. Once it's open Phil slinks in past Scott, unimpressed with being carried like a helpless damsel. "Go lie down." Scott waves his hand at Phil, flicking through the mail, then following along to his bedroom. Once Phil's lying down, he perches on the edge of the bed and frowns. "A mess." He mutters, taking Phil's hand in his.

"Sorry." Phil groans, closing his eyes and focussing on the feeling of Scott's thumb moving over the back of his hand. "My sub is... I dunno... I can't even start explaining what he is." Phil sighs, turning onto his side. "You gonna fix me?" He mutters, and Scott laughs quietly.

"I'll try..." He frees his hand from Phil's, getting on the bed behind him, his arms looping around Phil's waist, his chest pressed against Phil's back.

"Uh... The fuck?" It'd definitely a far more intimate position than Phil has ever found himself in, and it worries him that he finds it more comfortable than he perhaps should, there's something that makes him feel safe with Scott plastered against his back.

"It's easier to fix you if I'm touching you." Scott sounds horribly embarrassed, his chin resting on the top of Phil's head, his arms wrapped about his waist, leaving Phil feeling like he's been bundled up in a living cocoon.

"You just wanna grope me." He tries to offset how comfortable he feels with humour, and something like dread mixed with guilt bleeds over the link.

"Well you _are_ very grope-able... Uff, that's not how I wanted that to come out..." Scott laughs awkwardly, his arms squeezing Phil ever so slightly. It's almost painful to realise that that's what Scott's wanted all along, another person added to the long list of people who just want to fuck him.

"I'm sure that's not how _you _wanted to come out either." Phil mutters, focussing on the pain of his headache, a pain that is so much easier to focus on, as opposed to the ache in his chest. _Friends_ don't really exist he knew that, he'd just hoped that maybe Scott was different to the average people who want him, had hoped that maybe Scott had only wanted a friend too, but probably at the root of this whole _friend_ thing is the desire to fuck Phil.

"Hmm, no... Not really." Scott sighs. "Fuck this guy did a real number on you." A little of the pain eases. "That any better?" Scott mutters, that horrid concern bleeding over their link.

"A bit. You're gay?" Phil wishes he'd not asked that, wishes he could take it back, because there's a spike of something horribly betrayed coming over their link.

"I... That a problem?" Scott sounds defensive, he _feels_ defensive, and Phil can't really decide if it's a problem a problem or not. Sex, his own sexuality, it's not something he's ever really considered carefully, it's always been something other people have scribed to him, and he's used their preconceptions of it to his advantage. "I'm not gonna try and fuck you, if that's the problem, Phil." More of the pain fades, it's easier for Phil to think, and he's not sure that Scott being gay is a problem, especially if he's not actively looking for sex, if anything, it might be advantageous really. "I can't..." He sighs, more of the pain vanishing, Phil's headache reduced to a low pulsing.

"What?" Phil turns in Scott's arms, definitely _too_ intimate, but there's something horrible _wounded_ about the feeling that's bleeding over their link, and he wants to help his _friend_, even just as a little payment for his taking Phil's pain away twice now, or for providing him with his first good night's sleep more than likely ever. "What is it?" Scott shakes his head, takes a hand from around Phil's waist and brushes his fingers over Phil's forehead; the last of the pain melts under Scott's touch. This blissful pain free feeling is something Phil could so very easily get used to, even if Scott's motivations for being his friend are based solely on attraction, Phil definitely gets plenty out of this friendship.

"Better?" He asks, stalling, refusing to answer Phil's question. Right now, it would be _so_ easy to pluck the answer from him, he's clearly thinking about it, so it'd be right there for Phil to take, but this is something big, something personal, something Scott doesn't want to think about, and respecting that's important to Phil.

"It's okay." Phil smiles at him, wrapping his arms around Scott, and pulling himself closer. "Everyone has secrets they don't want to share."

"Even you?" Scott's hand settles on Phil's waist once more, not moving, just resting there, warm and solid.

"Especially me." Phil laughs, there are times he feels like he's nothing but secrets, his own, other peoples, his whole brain filled with secrets, just waiting to be cracked open like a piñata.

"Other people's secrets don't count." Scott snorts, his thumb moving over Phil's back, the little gesture is nice, better than nice but Phil isn't certain he has the right words to describe how it feels, not really at least.

_'I've my own secrets, Scott... I'm not exactly a good person.'_ He's not sure if lying cuddling like this is a good idea, but he _likes_ being held like this, likes feeling Scott wrapped around him, it feels _safe_, and safe isn't something that Phil feels very often.

_'I... You can tell me?'_ It's far more a question than anything else, trepidation and concern radiating from Scott, his thumb still restlessly moving.

_'I could, that is something I could do...' _ Phil curls up to his chest more, tucking his head under Scott's chin, still feeling wonderfully _safe_, hiding from the cynicism his talent forces on him, hiding from knowing that people are inherently selfish creatures, whilst being horribly selfish himself, hiding from everything he'd rather not have to deal with. The rest of the World forgotten, the only thoughts that matter in this moment are his own, and the soft hum of Scott's mind.

_'But?'_ Scott's chin rests on top of his head, his arms tighten a little around him, something content and settled drifts over their link, Scott's thoughts gently steeped in that soft melodic tone.

_'Ah... But...'_ Phil chuckles, burrowing a little closer, he's aware he's probably sending all kinds of mixed signals right now, tensing and snuggling up as and when the mood takes him, but he has no real answers for his actions.

_'I told you one of mine, seems only fair.'_ Scott has a point, a childish one but a point all the same.

_'Really? You're pulling that on me? How old are you?'_ Phil snorts, one hand tapping Scott's back.

_'I'm just saying, is all.'_ He sounds amused, but over the link there's a hint of concern, always it seems there's that hint of concern from Scott when it comes to Phil, always worrying, he's going to give himself ulcers at this rate.

_'Fine... I...' _Phil tries to decide on one secret that's big enough to match coming out but not so big that it scares Scott away, and there's so many things that might do just that. _'I... A little secret or the worst thing I've ever done?'_

_'How bad can the worst thing you've ever done be?'_ Scott laughs over their link. Phil's fairly certain that his worst thing is bad enough, after all, murder is infinitely worse than being gay, more than likely worse than anything Scott's ever done. _'It's not like you've killed someone.' _He laughs aloud, and Phil freezes, is absolutely certain that he's bleeding panic over their link. Scott pulls back from him, his hands tightening on Phil's shoulders. _'You killed somebody?'_ He sounds incredulous, horror and awe mixing. Phil manages a tiny little nod, then, he's up, off the bed and out of the door before Scott can say or do anything.

Over their link comes nothing, just the quiet buzz of Scott's thoughts. Phil ended up in a church nearby, sitting in the back row, watching an old woman on her knees praying, waiting for her to finish before granting her forgiveness. He's granted everyone who enters his church forgiveness, clemency is the watchword for the afternoon. The clergyman looks at him oddly when he appears, scowling at Phil, his thoughts taking on a harsh tone, worried that Phil's on drugs or drunk, wanting him gone. It's then that Phil moves on to the next church, moving steadily further from Scott's house, and closer to the city.

Hours later, he ends up in the park, it's definitely not safe being there on his own so late at night, but the invisible man trick is proving to be as effective on members of the general public, as it is on his family.

"You, sir, are a difficult man to find. Here, I didn't know what you liked so I got you something plain." Scott sits heavily on the bench beside him, and hands him a takeout bag from some burger joint.

"Thanks." Phil starts eating, staring out into the darkness. "How'd you fi-"

"Your brain is a fucking mess, Phil." Scott slurps obnoxiously loud through his straw, no emotions bleed over their link, just a quiet buzzing. "So... You killed someone?"

"Yeah." Phil scrunches the wrapping from his burger into a ball and tosses it into the trashcan.

"Wanna talk about it?" Scott slurps again then hands over the cup; Phil sips more quietly, and sighs.

"No." He's not entirely certain of the honesty of that statement. On one hand, he'd like to get it off his chest, to share this grime little secret with someone, but on the other, the absolute last thing he ever wants to think of is that moment when that man's mind was snuffed out, like pulling a bulb from a string of Christmas lights, just _gone._

"Kay." Scott doesn't say anything else, just sits there quietly, his mind buzzing quietly. "My first, well my _only_, boyfriend." He says eventually, Phil turns to look at him, but Scott is staring ahead, the buzzing of his mind is him lost in the memory. "We started dating when we were fourteen, very hush-hush, no one knew... _No one_." He shifts slightly. "After a while, he decides we should try having sex, you know, horny teenagers." He laughs, and Phil nudges him with his shoulder.

"You're still a teenager, you make yourself sound like an old man, Colton." Phil smiles slightly, and catches Scott's hand, it seems like this is the kind of story that will be told better with physical contact.

"Quiet, you ungrateful punk, I'm telling you a story." His thumb starts moving over the knuckles of Phil's fingers, slowly stroking the skin. "Anyway... We start, you know..."

"Fucking?" Phil can't resist the urge to try and lighten Scott's mood, his voice is emotionless, so openly closed, so unlike how Scott should be.

"Making love? Nah, fucking you're right, and it's good... _Really _good, only... The closer I get the less control I have, you know?" He laughs awkwardly, his free hand rubbing the back of his neck. Phil stares at him, a thousand different thoughts running through his mind.

"Is he okay?" He croaks out, Scott nods slowly.

"Yeah, yeah... He's fine now, but I... I couldn't risk that happening again so I broke it off, no explanations, no nothing, just... Done." He sighs, squeezing Phil's hand, before dropping it. "He tried to kill himself, moved schools in the end... I... I ruined his life." He's not sure why, but resting his head on Scott's shoulder, wrapping his arm around his waist, pulling him closer, it seems like the right thing to do. "I _think_ I was in love with him, and I ruined his life." Scott sits very still, his mind buzzing very quietly.

"I'm sorry..." Phil whispers softly, feels Scott shrug in his arms, and sighs, closing his eyes. "I was like nine, and my parents were distracted... I _think_ I was a cute kid or something, cause there was always some fucking creep planning to do something to me, but this one..." Scott's arms wrap around him tightly, pulling him into an all encompassing embrace, the odd safe feeling coming over Phil again. "He grabbed me, nothing more... But I was scared and I dunno... He was on the floor, his brain kind of oozing outta his ears. My mom was screaming at me, and I was just kind of... I dunno." Phil sighs; Scott's hand is running through his hair, the front of his shirt is growing damp with tears Phil wishes he wasn't shedding.

_'In shock? Scared?'_ Scott's mental voice is quiet, gentle, like the touches to Phil's hair. _'We're both a fucking mess, huh?'_ He laughs softly, and a slightly insane sounding burst of laughter escapes from Phil.

_'Two peas in a pod.'_ He pulls back from Scott, a smile on his face. _'So, I believe we were going to have a strategy meeting here...'_ Scott looks at him like he's insane, and Phil laughs at him. "What? We need to plan!"

"Right now? Phil, it's fucking after midnight..." Scott starts, one hand rubbing the back of his neck, his eyes focussed on Phil's. "We have school tomorrow..." Phil smiles at him, after midnight sounds like a perfectly reasonable time for planning how to deal with the Heyman situation. "And you're insane, stop grinning like that." Phil tries to wipe the smile off his face, but he's painfully away the attempt falls brutally flat. All Scott does is raise an eyebrow, and a sliver of exhaustion comes over their link, as Scott hides a yawn behind his hand. "It's late, I gotta drive back. Tomorrow?" He stands, rubbing at his eyes.

"Later today. You gonna be okay to drive, Scott?" He looks tired, his eyes ringed with red, his perpetual smile missing.

"Yeah, be fine. You want me to take you home?" His smile drags itself over his lips, and Phil returns it, he's not really sure what the hell happened today, and it's going to require some careful thought, but it seems he and Scott are still friends, it seems as though nothing has changed, even if it feels like it has. "Wait... You're not gonna sleep are you?" Concern, perpetual concern, Phil's beginning to think he's going to have to get used to that from Scott, that constant glut of concern directed at him.

"Go, don't worry bout me. Get your ass home, Colton." Phil smiles slightly, and turns to leave. "G'night."

_'I... G'night, Phil.'_

The next day, over their link all Phil can hear from Scott is a vaguely sleepy buzz. Clearly, he'd not slept enough, and Phil can sympathise, he didn't sleep a wink. His own mind had been buzzing, carefully pushing the incident with Scott aside and focussing on Heyman instead. Kentucky, the temporary facility, Developmental... He's certain that Heyman, despite his assurances, doesn't work for anyone with his best interests at heart. He's either a government employee or working for some private business, and that really would be worse, because what private company would want to amass people with talents? There's got to be all kinds of nefarious things that you could do with a private army of people with powers. Take a telepath for example, with just one person you could screen an entire nation and know the intent of every person in it, for a guy as strong as Heyman it'd probably be the work of an afternoon to reveal terrorist cells, dissenters, rebels, philanthropists, perverts, and everything in between. Combine that with Scott's power and there's no limit to what you could do. You could force presidents to launch nuclear strikes, send good men to assassinate better ones, force anyone to physically carry out _anything_ against their will. There is the chance that Heyman was being honest when he said that his employers only want what's best for Phil, but he doesn't believe that, not for one second, not when Heyman's mind is locked up so tight behind his shields. No one with nothing to hide, hides that carefully.

After school, Phil had headed straight to the park, grabbing a bag of old bread from some store and settling on his bench, tearing it up and tossing it to the birds, watching them pecking at it. He can't so much read their minds as he is _aware_ of them, simple little spikes of something utterly foreign to him. Animals aren't like people, their minds are too alien to Phil, he can't judge if they're thinking, or just running on instinct.

_'Where the hell are you?'_ Scott still sounds miserably tired.

_'Usual spot.'_ Phil mutters back, sending a little mental prompting to the old man sitting on the other end of the bench to move, watching as he disturbs the birds with his shuffling away.

"Usual spot, seriously... Why the fuck do you have a usual spot in a park?" Scott flops down on the bench, his head thrown back, arms splayed along the back of it. "Fuck... Today was _long_." He yawns, and Phil laughs at him, tossing more bread to the birds, watching as they cautiously hop back over to him, with excited little chirps and territorial wing flaps at each other.

"Rough day?" Phil glances over at Scott; his eyes are closed, dark marks under them.

"I'm dying." He yawns, scrubbing at one eye. _'I have no fucking idea how you operate on so little sleep.'_

_'Years of practice...'_ Phil chuckles and tosses more bread out. "Have a nap. Strategy'll keep for an hour or two." Scott yawns again, and nods vaguely.

"Yeah, kay." It takes him less than no time to fall asleep, and Phil glances over at him, his eyebrows raised. An elderly couple shoot them an odd look, their thoughts turning to the corruption of youth and how in their day there'd be none of this. Phil scowls over at them, planting the idea in the wife's head to castrate the husband for years ofmental abuse, sowing the seeds for an obsession with women's underwear in the husband's. Cruel perhaps, but Phil has never once claimed to be a good person. He wraps an arm around Scott's shoulders, tugging him closer to spite the homophobic pair. Mixed signals again for Scott when he wakes up certainly, but it feels rather like proving a point, to whom Phil's not entirely sure but he's vaguely content to feel like he's in the right with this. Scott's dreams are quiet little things, that don't really intrude, quiet and controlled, like Scott's mind in general. His story, told on this very bench last night, that explains why his mind is so very locked down. He scared of hurting someone else, scared of his power, but really aren't they both? Scott scared of hurting other people, of losing control and Phil of losing himself. There's more than a few threads binding them together, more than a few touchstones in their mutual concerns and fears. They're surprisingly complimentary, or at least Scott is surprisingly complimentary to Phil. What exactly he gets out of helping Phil is still a bit of a mystery, but he doesn't seem to mind, seems to enjoy it really. Phil sits on the bench, feeding his birds till the bread runs, getting random shitty pop songs stuck in his head thanks to joggers, painfully aware of Scott's head resting on his shoulder the whole time. It actually comes as a surprise when the first spike of absolute dread comes from Scott, his dreams taking a dark turn, seemingly.

_"I don't wanna hurt you, and..." Scott pulls Phil closer to his chest, strokes his hair back from his face, places a soft kiss to his forehead._

_"You won't" Phil gazes up at him, eyes soft hazy, a gentle smile on his lips. "I trust you."_

_"You shouldn't, you naive little punk."_ _A quite little admission, something bitter and dark in the tone it's given in._

_"You couldn't hurt me, even if you wanted to, Colton. I'm not some normal person." A wryly-amused tone to Phil's voice. "I'm a fucking god compared to them. You won't hurt me... Alls you've done, alls you'll do is keep me safe." Another smile, a gloriously indulgent smile on Phil's lips._

Scott's mind is slowly blinking awake and Phil glances over at him, surprised that he dreams of Phil, dreams of him through such rose-tinted glasses, the green of his eyes was brighter, the bags under them smaller, the smile on his face more _beautiful_, Phil in general beautiful, and that's not exactly something that makes Phil comfortable.

"You awake?" Phil says, loudly, as cheerfully as he can manage, forcing the snippet of Scott's dream from his mind, and easing Scott back to sit up, getting a vague groan in response.

"I'm good, I'm good. Though if napping on this bench is gonna be a cornerstone of our friendship, I'm demanding some padding, my butt's fallen asleep." Scott stands stretching, scaring the few remaining sparrows away.

"Well, now that you and your butt are well-rested perhaps we can discuss what we're gonna do Saturday." Phil stretches his legs out in front of him, watching Scott as he bounces on the spot. He's an odd person, warming up to sit on his ass.

_'Warming up is very important, you lazy punk.'_ Scott mutters over their link, and Phil blinks at him in confusion, he'd not sent that thought over the link, hadn't intended to let Scott hear it. "What?" Scott asks as he sits back down.

"Nothing." Phil shakes his head, suddenly worried how many of his thoughts bleed over to Scott, worried how much of himself he's giving away without even being aware of it.

"If you say so..." Scott shrugs, an odd little smile on his face, and his hand rubbing at the back of his neck.

"I do." Phil says firmly, a grin on his face. _'So... our plan is what?' _He wishes there was more bread to feed the birds with. No doubt, they look very odd sitting on a bench doing nothing, not even talking, but the park is pretty empty, everyone busy eating.

_'You've not thought about it? I don't believe that for a second.'_ Scott laughs and grins over at Phil.

"I've some ideas, but really... I'm not sure. This whole thing is... It's sketchy." Phil sighs, tucking his legs up under him, turning to look at Scott.

"Agreed, but we can't not go... There's too much we don't know about this Developmental thing... And really, I don't think we got much choice..." He rubs the back of his neck again.

"No... Choices don't seem like something we have many of, really." Phil sighs, and grabs Scott's wrist, dragging his arm down. _'You'll rub a hole through your fucking neck.'_

_'Nervous habit?' _He grins and frees his wrist from Phil's light hold, then laces his fingers with Phil's own. Phil glances down at their joined hands but says nothing, not entirely comfortable with the idea of calling Scott on the casually intimate touch.

"Heyman said he'd be meeting me at my school." The invisible man trick is proving to be the most useful thing in the World, as a group of some kids with violent walk past them without a single glance.

"Heyman?" Scott snaps, his hand squeezing Phil's. "That the guy who did a number on your head?" He sounds angry, furious protectiveness seeping over their link.

"It is... Do me a favour?" Phil tries to placate him, sending something soothing and soft to counter the anger being forced on him.

"Course." Scott's thumb starts stroking over Phil's skin, a lazy little smile settling on his face.

"When we meet him, see if you can see what gives him his shields." If Scott can work out which parts of Phil's brain are responsible for his power, then there's a chance that he can see which parts of Heyman's let him have that impenetrable wall around his mind, and if Scott can find that, then he can show Phil. Better yet, if he can find them, he can disable them, and Phil can go pilfering through Heyman's mind the same way he did to Phil.

"Shields?" Surprise floods their link, it seems that Scott had assumed that all telepaths were as vulnerable as Phil, but to be fair, until meeting Heyman, Phil had too.

"Yup... Find them for me." Phil grins over a Scott, and gets a one in response.

"Will do... But I want you to do something for me." Scott says quietly, uncertainly.

"What?" Phil scoots a little closer, his thigh pressing against Scott's.

"My sub, he's picking me up at my school, then we're going to get you I guess... I want to know what he knows... Can you..." He trails off, staring into the distance.

"Can I?" Phil prompts him, squeezing his fingers.

_'It's a stupid question... Brains aren't like computers, you can't just copy and paste...'_ Scott sighs, and looks very much like he wants to rub the back of his neck in embarrassment.

_'Well, I can... Kind of... But the brain knowing it can do something and the body being able to... Oh! I see... You got the muscle memory but not the mental processes to be able to do whatever mysterious skill it is you want.'_ Phil chuckles and Scott scowls.

"Who doesn't wanna be able to do parkour?" He tries to tug his hand back from Phil, but Phil's fingers tighten, refusing to release him.

"Fuck yes! Teach me, I wanna be able to climb up buildings." Phil grins over at him, and Scott shakes his head.

"Fuck no, you're hard enough to find in a fucking park, you illusive punk." Scott scoffs, and stops trying to free his hand from Phil's.

"Elusive, Colton, elusive. I am not deceitful." Phil frowns over at him. _'Well... Not that deceitful.'_ Another group of volatile youths walk past without noticing them, and Scott barks a laugh.

"You, my illusive punk, would deceive the heavens if you thought it'd be for your own gain." He stands with a laugh, pulling Phil up with him.

"Fuck you, Colton." Phil scowls at him, planting his feet, and refusing to be budged.

"Don't worry, I'd be right there, helping as much as I could. We're in this together, Phil. I don't believe in luck, or fate... But us meeting has been..." He trails off trying to think of the right word.

"Fortuitous." Phil supplies for him, letting him drag him forward. _'Where we going?'_

"To eat, I'm hungry."

They end up in some pizza place, the cheapest, largest pizza they could afford between them, Scott devouring his share and Phil picking at his, eating more sedately.

"You're right." Phil says eventually, sipping at his soda. "We _are_ in this together... Come Saturday we stick together."

_'Agreed.'_ Scott keeps chewing his slice of pizza, watching Phil carefully. _'Eat, I worry.'_

"Yes, mother." Phil starts eating with more vigour, he's used to having to eat slowly, used to having to gauge how hungry he actually is against how hungry the people around him are. Some days he eats so much, he's sick, others he eats nothing. It's a tricky thing to balance.

"Good man." Scott grins, gulping at his own soda. "So we stand united, we info gather on the subs, the facility, everything we can, then we regroup and copulate the information."

"What?" Phil squawks, he's going to have to ask Scott his birthday so he can buy him a dictionary, or a thesaurus, something to help him with this whole _word_ thing.

"Uh... I mean correlate, don't I?" Scott rubs the back of his neck, looking sheepish.

"I imagine so, yes." Phil laughs at him, knowing he's bleeding a sliver of some fond emotion over their link. "We're surprisingly efficient planners really, even if our plan's not all that sophisticated... It should be solid... Be careful with Heyman, though, he's strong." Phil's smile falls from his lips, and Scott looks at him.

"I won't let him hurt you again, okay? You're my friend, I'll look out for you." A torrent of determination bleeds over the link and Phil nods.

"I'll return him his favour." His eyes narrowed. "One day, Mr Heyman is going to regret his actions." A smirk bleeds over Phil's lips, and Scott kicks his ankle.

"You look like supervillain. You're supposed to be Professor X, not Magneto, you evil punk." A grin is on Scott face, and Phil smirk is replaced with a softer smile.

"But the bad guys _always_ have more fun, Colton." The smirk back on Phil's face.

"Too bad, good guys are always attacked first, it's like the law of comics. Based on comic logic, you my friend, are the eponymous hero, and I'm gonna die at the end of the first character arc to give you motivation." Scott chuckles and leans back in his chair. "Or join the bad guys so we can have an epic fight... One or the other."

"Asshole, this isn't some comic... Besides, you're not going anywhere I n-" Phil cuts himself off, distracting a waitress to come over and take their empty tray. Scott, thankfully doesn't call him on it, just follows him out of the restaurant.

"Right, let's go." He grabs Phil's wrist and starts walking towards his car.

_'Where are we going now? It's getting late.'_ Not that Phil has anywhere he particularly needs to be, he won't sleep tonight, his mind is too busy, so it'll be another round of playing god all night.

_'Home. Get in.'_ Scott opens the passenger's side door and holds it open, forcing Phil's feet to move when all he does is stand there staring at Scott.

_'I can get home myself, you know.'_ Phil clambers into the car under his own power, and Scott closes the door behind him.

"Sure, you could, but you're not going there." He says as he gets in, and starts the car. "We need you to be on top of your game come Saturday." Concern over their link, Phil's actually looking forward to there being a day when Scott isn't horribly concerned about him. "You're coming home with me."

_'You're sure?'_ Scott doesn't answer Phil's question, just looks at him and touches his temple gently with one finger, moving Phil's hair from his face. _'Whatever, Colton, whatever.'_

The rest of the week is strange for Phil, it's strange coming to school well rested, strange having a routine that's so involved with someone else. Each day they meet in the park, feed the birds, talk shit, go eat, then sneak into Scott's house to sleep, Phil's hand help firmly in Scott's, the rest of the World muted thanks to Scott's gift. It's depressingly the nicest week of Phil's life. A week that for so many other people would be completely and utterly uninteresting is in fact the most pleasant he's ever had, and that is kind of sad really.

Last period on Friday comes around far too quickly for Phil's liking. Tomorrow is time to put their plan into action, not that it's much of plan, gathering information, and sticking together, but it's better than nothing, and if this Developmental thing is as sketchy as they both think it is, then they'll want to split them up, kidnap them for some more than likely less than good purpose.

When he walks into the classroom, ready to face Heyman's slimy nature and shielded mind, he's feeling rather content, but Heyman isn't there. In his place is the normal teacher, and no one mentions the last few classes where they had a substitute, no one seems to notice when the teacher starts teaching the same lesson Heyman did when he first appeared. A quick dart into the teachers mind shows a gaping hole where the time she wasn't in class should be, further investigation, checking the minds of his classmates shows no traces of Heyman. All memories of the slimy man and his leering smile have been erased. Phil sits there and panics, tomorrow morning, he and Scott are going to be so in out of their depth.

* * *

_Many thanks to the lovely Ladies and Gentlemen who reviewed:_

**shiki94, ****Rebellecherry, littleone1389, and Brokenspell77.**

No Heyman this time, just some more bonding between our eponymous heroes... Next chapter will be our little trip to the temporary facility.

_As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	6. Minos' Lair

_Warnings: Future Slash (Colt/Punk) AU setting, Profanity, Brief mentions of torture of a minor._

* * *

"Having usual spot does make you easier to find, I guess." Phil doesn't acknowledge it when Scott sits down by him. He's too distracted by his mind buzzing, _panicking_ if he's entirely honest, because no one remembered Heyman, not a single soul in the whole school remembered that greasy little man and his ugly skullet. Their minds wiped like a blackboard. Phil has tried that before, has tried to remove things from people's minds, but his efforts have always left his experiments _damaged_. He'd given it up as a lost cause, but Heyman can do it. Heyman can pluck himself from people's minds and not leave them curled up on the floor gibbering, and Phil wants that. He wants to know Heyman's tricks, wants the skills Heyman has, he might not trust the man in the least but the tricks he could teach Phil, he wants those so badly he can taste it. "You have a good day? It was fucking long, huh? Phil... Phil?" _'PHIL!'_

"Huh? Sorry was miles away..." He shakes his head and smiles apologetically at Scott. _'I've got a question... It's a weird one...'_ He can feel curiosity oozing from Scott, curious about Phil's question, about what has him so distracted, curious in general.

"Shoot." Scott stretches his legs out in front of him and his arms along the back of the bench. "But, I think I know the question, and yes." His smile fades, replaced with a tight look of concern. "Not one of the guys remembered the sub, not one." Phil glances over at him and stands, pacing, feeling unsettled.

"I want what he has..." Phil mutters, walking up and down in front of Scott, scaring the few hopeful sparrows away. "I want his dirty little tricks for my own... But how to get them." Scott holds a leg up, blocking Phil's pacing.

"Heyman's bag of tricks?" He asked, eyes narrowed and the omnipresent concern bleeding over their link.

"Who else? Fuck him, I wanna be able to do what he can." Phil scowls, stepping round Scott to continue pacing.

"Well... I guess you'll have to take him up on this _training_ thing then." Scott shrugs, but nothing comes over the link, just a quiet little buzz. Phil turns to look at him, a frown on his face.

"It might not be that bad... I mean _training_ would serve a purpose but..." Phil sighs and flops down on the grass by the bench, staring up at the sky, watching the big fluffy white clouds drifting along. _'I don't wanna be trapped anymore, Scott...'_ He closes his eyes and sighs again, feeling rather stupidly childish.

_'Well, freedom comes with a price? I don't know, Phil...' _Scott's finger moves Phil's hair from his face and he opens his eyes looking at his friend, concern on Scott's face as well as over the link. _'What's keeping you trapped?'_

_'What's... Don't you feel trapped, Scott?'_ Phil sits up, and rests his chin on the armrest of the bench. _'We might have talents but we're surrounded by people who've got no idea.'_ Scott looks at him, his eyes narrowed thoughtfully.

"It's a good thing they don't know, Phil... They'd... Damn it, you're supposed to Professor X not Magneto! Evil little punk that you are." He laughs, and rubs the back of his neck. "Our talents... They're not something for everyone, I guess... But that doesn't mean they _trap_ us..."

"Easy for you to say, Colton. _You_ don't have every fucker for blocks pouring every mundane thought they have into your head." Phil stands, stretching and dusting his clothes off, desperately hoping he didn't lie in dog shit.

"No... I guess I don't." Scott smiles sadly, and rubs the back of his neck again. "You said you could show me what it's like though... So show me." He stands, catching Phil's wrist. "Show me what it's like to be you, Phil." He sounds so painfully earnest, that Phil can't help but laugh at him.

"You don't wanna know, Scott... Trust me." Phil shakes Scott off his wrist, and starts walking away, walking for the sake of movement. "It's hard... I don't want you to have to deal with it."

"C'mon, we'll eat, then head home. There's less people out in the burbs. You can give me a little taste of being Professor X." Scott grins at him, and catches Phil's wrist again. "If I could I'd return the favour, Phil." His thumb strokes over Phil's veins, a wry little smile on his face. "You know that, right?" Phil nods dumbly, not sure what the feeling that's seeping over their link is, but enjoying it all the same. _'This is gonna sound cheesy, but you're the first friend I've had that I can be honest with.'_ Scott drops his wrist, and smiles at him.

_'You're my first friend.'_ Phil laughs, miserably aware that that statement is horribly true, and utterly embarrassed by that fact, he stuffs his hands in his pockets to quell the urge to reach out to Scott. He assumes that bleeding over the link is what friendship feels like, and as much as he likes it, there's a part of him that wants it to be a little _more_, more what he's not sure, but he wants more all the same.

Once they're back in Scott's place, Phil flops on the bed and closes his eyes. All this time with Scott lately, it's been so painfully enjoyable; it's stupidly good having a _friend_, someone he can trust, someone who's motives, whilst confusing, seem to be pure. He looks over at Scott with a fond smile, he's busy sorting through the mountain of clothes on the chair, trying to find something clean to wear to bed, tossing items of clothing that belong to Phil at him.

"When did you start keeping clothes here, anyway?" Scott asks him throwing a band shirt at Phil's face.

"I made a stop at my parents place Tuesday... Figured I should probably change clothes and well I've been here all week." He laughs and changes his shirt, catching the clean pair of boxers that come flying at him, changing into them as quickly as possible.

"My mom's gonna start thinking I'm sneaking some boyfriend in." Scott laughs, and shakes his head. Phil can feel a blush on his cheeks, but he steadfastly ignores it for fear of its existence somehow being communicated to Scott over their link, if he acknowledges it.

"Lie down." Phil mutters, flicking out the light, listening as Scott gets settled on the bed. "Comfy?" He lies down on what is essentially his side of the bed, and stares up at the ceiling. "I don't want to do this." He says quietly, and Scott takes his hand, stoking his skin softly. "I just want that to go down on record." He laughs and closes his eyes, letting his power seep through him, and carefully dribbling a little over the link, increasing it when Scott squeezes his hand gently. When the flow through to Scott is maybe half of what Phil deals with on a daily basis, he doesn't let any more bleed over, just leaves the link open, everything pressing on Phil's mind being leaked over to Scott at half volume.

"Fuck, it's noisy." Scott gasps, squeezing Phil's hand tightly. "How the hell do you deal with that?" He pulls Phil closer to him, so that they're pressed together from shoulder to hip.

"You get used to it." Phil shrugs, stopping the feed to Scott, the pain from a headache coming from him. "How's your head?" Phil smiles at him, nudging his shoulder.

"Fuck getting used to it... No wonder your brains a fucking mess." Scott rubs his temple, and pulls Phil into an awkward hug. _'Thank you... I... Thank you.'_ He squeezes Phil tightly then let's go, squirming on the bed, settling in to sleep. "Tomorrow, I guess we can both get picked up at my school?" Phil pulls away from Scott almost reluctantly, settling on his stomach, his back turned, one arm thrown out behind him, grateful when Scott takes his outstretched hand.

"I guess... Scott, nothing good is going to come of tomorrow." Phil sighs, feels Scott squeeze his hand.

"Nope, but we'll stick together." _'I'll look after you, Phil... You just be sure to return the favour.'_ Scott laughs over the link, the warm, happy feeling bleeding over it again.

_'Sure... What are friends for?'_

The next morning, Phil and Scott stand in the cold outside of Scott's school, waiting for someone to arrive and pick them up.

"Will you stand still? You're making me nervous with all this fidgeting." Scott rests a hand on Phil's shoulder, trying to still the nervous squirming he's engaged in.

"Sorry... It's just... Fuck, I don't know..." Phil starts pacing, his eyes trained on the ground, listening to the sleepy minds around them. "Nothing good is gonna come of this... I can _feel_ it." He glances up at Scott.

"I know, but this... It's not gonna help, Phil." Scott rubs the back of his neck and stops Phil's feet from moving. "C'mere." Scott pulls him into a hug. _'It'll be okay. We go in together, we gather info together, we go out together, easy.'_ Phil closes his eyes, resting his chin over Scott's shoulder, staring at the only other people on the street. A couple, two men, wrapped up in each other's presence, paying absolutely no attention to anything around them. The taller of the two needs a haircut, is all Phil thinks as he stares at them, he's far too old for such long hair. Suddenly the smaller of the pair starts laughing, there's a brief urge to find out what's so funny, but it seems like far too much effort tracing which thoughts, in the jumble around him, belong to the laughing man.

_'I hope you're right, Colton.'_ Phil steps away from Scott after giving him a firm slap on the back. _'I hope you're right.'_

_'Yeah... Me too.'_ Scott smiles rather sadly and rubs the back of his neck, eyes narrowing as a nondescriptly beige car pulls up.

"Mr Brooks... What an unexpected surprise." Heyman gets out of the vehicle and smiles at Phil, his eyes flickering over him rapidly. "I was under the impression we'd be meeting elsewhere." Heyman opens the backdoor, ushering Scott in, but stopping Phil. "I have to admit, I've very much missed our _lessons_." He squeezes Phil's shoulder, and closes the car door once Phil's settled inside. "Well, Mr Lesnar, if you'd like to get us to where we're going."

_'That your sub, Scott?'_ Phil asks once they're in the car, driving to the mysterious temporary facility.

_'That's him... Can you?'_ Scott glances over at Phil, absently moving his hand and brushing his fingers over Phil's, the casual touch infinitely more pleasant than the brief moment Heyman's hand was on him.

_'Already have... My favour?'_ Phil smiles as Scott stares at him in mild awe. It hadn't been too difficult to find information in the mind of the driver, it was organised like a library, all neatly compartmented. Phil would be lying if he said he hadn't borrowed some other useful insights, but there was nothing about Heyman in there, no matter how he'd poked around he couldn't find anything. It was like anything connected, even vaguely, to Heyman was hidden behind a glossy little shield.

_'Gimme a bit, I'll let you know, kay?'_ Scott continues glaring at the back of Heyman's head, his hand still resting on the seat between them.

_'Okay.' _Phil moves his fingers so they rest by Scott's, the tips brushing very slightly, and he tries to keep the happy little feeling he has to himself, but really he thinks this friendship thing should be shared.

They arrive at some anonymous warehouse, the front of the building painted an uninspired grey colour. The car stops, and Heyman gets out, opens the car door, and looks at Phil expectantly.

"This way, gentlemen." He places a hand at the small of Phil's back and starts walking. Beside him, Phil can feel Scott bristling, annoyance bleeding over their link.

_'It'll be fine...'_ Phil tries to soothe him, sending something relaxing over the link, feeling Scott calm down a little.

_'He needs to get his hands off you, now.'_ Scott all but hisses over the link, his eyes narrowed, fists clenching. Phil glances over at him, and sends more of that soothing calm feeling to him.

"You'll have to excuse me gentlemen, I've something I need to attend to. Please, wait in here." Heyman excuses himself, and Phil stares at the little room Heyman has lead them to. It's filled with teenagers, all milling about, all nervously fidgeting, and staring around with wide-eyed wonder. Scott bumps his shoulder, looking at him pointedly.

_'You see the girl in the pink dress? She's from my school... I didn't even know there was anyone else with powers there.'_ Phil feels like he should probably tell Scott that whispering over the link isn't going to stop Heyman from eavesdropping if he wants to, he could shout and it wouldn't make any difference really.

_'Is her brain wired like a normal person's then?' _It's a question that interests Phil. If all talents bar himself are wired like normal people, then that merely makes him more exceptional, if not then finding other people with talents becomes that much easier, though he's not sure what benefit there would be in being able to find other talents, other than starting his own evil army.

_'I've never looked... Huh. It is wired different... But it's like the guy in the flannel shirt's... Hey, you think different talents are wired the same?' _Scott actually sounds excited by this idea, as though he's come across some incredible discovery. If Phil's honest, that would make sense. Each different talent should be produced by the same set of wiring, like electrodes on a circuit board, if you connect different ones you get different effects, but those effects are reproducible on every circuit board you have.

_'Probably... Would make sense, right?'_ Phil fidgets, the thoughts of talents might be quieter than those of normal people but they still blare loudly enough. There'a one strange thing though, he can't hear any thoughts from outside the room, and that is just odd. _'There anyone like me?'_ Phil asks, wandering up to a wall and patting over it, eyebrows knit in confusion. It feels like a normal prefab wall, just normal and thin by the way it sounds when he knocks on it. So why is it an impenetrable fortress for thoughts, it makes no sense.

_'There's no one like you, you wall molesting punk.'_ Colt laughs and leans against the wall, glancing over at Phil. "What _are_ you doing?" He nudges Phil with his foot, a smile on his face.

_'I can't hear anything outside this room. It's weird... The wall seems normal though, maybe there's something else.'_ Phil gives up his examination of the wall and looks round the room. _'There's no other telepaths here?'_ There's nothing that looks especially like it would be shielding the room, but it might be some crazy technology in the paint that's blocking his talent, he's heard of paint that can stop wifi so maybe there's telepathy blocking paint too.

_'Nope, not a one.'_ Scott frowns, his eyes half-closed as he regards the other teenagers. _'There's a few other duplicates in here though. Maybe telepathy's rare?'_

_'Maybe... I dunno.' _Phil sighs and kicks the wall. The girl from Scott's school comes over, a smile on her face.

"Scott! I didn't know you were one of us!" Her voice is obnoxiously loud, like the near neon of her dress.

"Well, you know, it's not something that you go shouting from the rooftops is it?" Scott laughs, and rubs the back of his neck. _'Can you find out what she can do?' _Scott glances over at Phil, something hopeful in his eyes.

"I'm Amy." She holds her hand out in front of Phil. "I go to Scott's school... It's nice to meet you..." Phil takes her hand and shakes it absently.

"Phil." The girl is practically throwing her thoughts at him, all of them focussed on what the hell a nice guy like Scott is doing with some scruffy punk kid from the other side of town. She might not be impressed with Phil's appearance but that doesn't stop her from imagining some incredibly explicit things about the two of them together. Phil can feel a blush forming on his cheeks at the sheer depravity in this girl's mind. _'I don't wanna go poking about in there... This girl has issues.'_ Phil sends of the link, and gets a burst of amusement in return. The girl smiles at them brightly.

"So... I move things. What'd you do?" Her smile widening to a grin, her eyes still flitting between them both.

"I read minds." Phil says dryly, and she stares at him, horror on her face.

"_Really?_" She squeaks, panic flooding her mind. Phil's at least grateful she's feeling guilty for imaging him in comprising positions before learning his name.

_'Really.'_ Her eyes widen even further when he talks to her in her mind, a blush colouring her cheeks.

"Well... Uh... Ha... I'll, uh... I'll be leaving now." She rubs the back of her neck and wanders off to the other side of the room, as far away from Phil as she can get, but shooting him odd glances every once in a while.

_'What was that all about?'_ Scott looks at him, confusion flooding the link.

_'Tell you later. So we know that Amy there and flannel shirt guy are telekinetics... Wanna try and get everyone else to tell us what they do?'_ Phil turns to Scott with a grin. It's not particularly difficult to get the information out of the other talents, in fact, it's depressingly easy. Between his scruffy, bad boy looks and Scott's more clean-cut wholesome ones, the females are easy enough to charm into giving them their talents. The boys, well if Scott can't talk sports with them, then Phil has a wealth of completely useless knowledge about most any topic on hand to draw on. It's surprisingly fun, subtly manipulating the entire room into giving them what they want, fun and easy, almost scarily easy, he and Scott are a good team.

"Well, ladies and gentlemen, allow me to introduce myself. My name is Paul Heyman, and like all of you, I have a talent." Heyman smiles at the group, his eyes lingering on Phil though. "Some of you have a very _important_ gift, one the people I work for covets, but make no mistake, ladies and gentlemen... _Each _of you is wanted, each of you is valuable, and each of you is _special_."

_'We're all equal, just some more equal than others, right Heyman?' _Phil scowls at him, feeling that knot of irritation from Scott return, and Heyman's unwavering gaze on him.

_'We're the most equal of them all, Philip.'_ Heyman's mental voice makes the hairs on Phil's arms stand on end, and he turns from the slimy man, ignoring his speech on-going as it is, Heyman begins to lead the group down a corridor and stops at a door.

_'Well, what do you think is behind door number one, Phil?'_ Scott's chuckles, his hand brushing Phil's, trying to catch his eye.

_'I got no idea... The walls in this place, they must block thoughts or something...'_ Phil frowns, the same bland paint is on the walls, the same uniforms on all the men they've passed, there's something very odd going on here.

"This, ladies and gentlemen, is one of our many training rooms. As you can see, young talents, like yourselves, learn how to better control their gifts." Inside the room is a small collection of talents lighting candles with their fire-based gift. The few talents in the group with this power gather round and look incredibly impressed. "Control is key for all of us with gifts. Wayward flames can cause so much trouble." Heyman smiles at the pyrokenetics and keeps walking, still spouting what sound like overly rehearsed lines from a script, his eyes trained on Phil every time he to turns speak to the group

_'There's something off about all of this.'_ Scott sounds deeply suspicious, his eyes narrowed as he stares at the back of Heyman's head. _'I don't trust this guy... Don't like the way he looks as us... At you.'_ The group starts walking again, past more training rooms filled with students and teachers all working dilligently.

_'Well, that makes two of us...'_ Phil shrugs, he still can't hear any voices outside of their group, it's like they're the only people in the building. The guards they've walked past so far have been odd, their minds _empty_ almost. _'Scott, the guards...'_

_'They're not normal. It's like someone's programmed them... Like robots to carry out certain tasks, none of their neurons are working right. You think it was Heyman?'_ He sounds mildly disgusted, still glaring at Heyman's head.

_'Yup... No doubt about it, if you ask me.'_ Phil tries to focus on what Heyman's saying but the words are so insincere, so obviously _lies _that it seems pointless to pay attention. There's undoubtedly something going on here that he's not telling them, something he doesn't want them finding out about.

_'Help me.'_ Phil freezes in the middle of the corridor, Scott glancing back at him nervously. The first voice that's not from the group comes to Phil at that moment, a tiny, timid little whisper of a voice.

_'Keep going, I... Just keep an eye on Heyman...'_ Scott stares at him, eyebrows knit, lips set in a frown. Phil sends something reassuring through their link and smiles slightly. _'Please?' _ He hopes that Scott will relent, he needs to investigate the voice that came to him, it was so soft, plaintive and young. Phil wants to help them, if only because they asked do pitifully.

_'Help me.'_ It comes again, a tiny quiet little voice, the voice of a child, but the location is a mystery. There's so little thought in the building, that the source of this voice should be easy enough to find, yet he can't pinpoint it at all.

_'Phil... I... Be careful.'_ Scott looks pained, his face twisted in some miserable expression, but he does turn away and keep walking with the group.

_'I will, I promise.'_ Phil sighs, and closes his eyes, trying to ignore the torrent of concern from Scott. The guard following the group nudges Phil's shoulder, trying to make him move.

"Keep moving." He snaps, and Phil glares up at him. His thoughts are dull, programmed like the other guards. It's easy enough to slip inside his mind and tweak Heyman's programming, make the guard not notice him slipping away from the group.

_'Where are you?'_ He asks the child, wandering down the corridors, opening doors at random, trying to find where the child might be held.

_'I don't know... It's dark and there's no one here... I need to find my brothers... I need my brothers, they'll be worried!'_ The little kid sounds scared, terrified, still mumbling about his brothers. Phil wanders down a corridor and comes to a door, a tiny little barred window in it.

_'Kid?'_ He asks the still babbling child, trying to send soothing thoughts to him, trying to keep him from crying even more over the link. The tiny window shows a dark room, shadows everywhere. Phil tries to find a mind inside but can't hear anything, just a strange buzz, like the minds of the sparrows in the park, some animal might be in the dark room, a guard dog possibly. He flicks the light switch by the door, glances in the room again, and his mind is assaulted with something dark and heavy. It claws at him, this something twisted and desperate, dark and so very scared batters him with an attack far worse that the one Heyman launched on him in the school. It knocks him for a loop, a cold sweat breaking out on his skin, and the need to vomit almost overwhelming him. He flicks the switch off, panting with his back pressed against the door, his mind still being assaulted.

_'You're not the one.'_ Another child's voice, a voice laden with horrifying levels of pain. _'You're not the one!'_ The child in the cell, because Phil has no doubt that's where this attack is coming from, repeats it like a mantra. _'You're not the one!'_

_'Stop... Please stop.'_ Phil groans, as he slides down the door, his head pounding. The flood of horrors stop, and the vicious pain recedes, leaving his mind feeling delicate, but the chanting keeps going. _'Are you okay?'_ He wants the child to stop chanting, wants the mantra to be stopped so he can try and soothe his mind a little.

"I'm... _Good_." The child says softly, he sounds so very young, so very calm, despite the frantic madness he'd unleashed on Phil in that attack. The thousands of horrible thoughts and tar black images that had assaulted him lingering in his mind.

"Do... Do you have a brother?" He asks, forcing himself to his feet glimpsing in the window, seeing a small shadow shuffling around in there.

"I have _two_ brothers." The little child says softly. "But they're keeping us split up... Think we're _trouble_." He laughs softly. This child is _damaged_, horribly, brutally damaged, his mind back to the animal instinct buzzing though, which Phil is grateful for.

_'Hey... I found one of your brothers.'_ Phil sends to the first child, a spike of incredible happiness flooding him, replacing the horrible images from the kid in the cell's attack.

_'Can I... Can you let me talk to him?' _The first child's voice is timid, hopeful. Phil frowns slightly, and regards the kid in the cell, he's never tried being a relay between two people before, but he has an idea of how it would work, though he doesn't relish the idea of having a link to the mess of the kid in the dark cell's mind.

"Kid, I need you to let me in." Phil taps the side of his head, hoping the kid in the dark can see him.

"You'll get hurt." The kid snaps, still shuffling in the darkness, his tone dismissive and cold.

"Your brother wants to talk to you." Phil tries, hoping that the promise of letting him have something he wants will cancel out the hostility this child clearly feels towards him. There's a tiny little letting up in the static buzz of the child's thoughts and Phil tags him quickly, in and out, no poking around. Just the tiny glimpse granted by the assault was enough to convince him that there's nothing _good_ in that child's mind.

_'Hey kid, you can talk to your brother now.'_ He can feel the connection he tried to build between the two boys working, can feel them talking, but can't hear them. It's a strange sensation that he puts out of his mind, taking a deep breath, focussing on trying to get his mind in order again. "Do you know where your other brother is?" He asks the kid in the dark.

"The other side of the building... I... _Thank you_." The child sounds sincere, genuinely grateful, as though having the voice of his brother has soothed the raging madness inside of him. His thoughts are still animalistic buzzing but Phil's glad for that.

"Kay... I'll go look." He leaves through a different door to the one he came in from, wondering where the other side of the building could be. Heyman's drone guards aren't particularly helpful, their thoughts all focussed on guarding the kid in the dark. He keeps wandering along, ever grateful of the invisible man trick, until the thoughts of the guards change, the subject of them some other child. He follows the thoughts to a large bank of observation windows, the room they show is starkly white, a medical table in the centre of it. Some guards lead a little boy in, maybe all of eleven, tan skin and long tangled black hair, snarling and pulling at the chains wrapped around his wrists and ankles. _'Do you have brothers?'_ Phil stares at the child as he stops trashing and is chained to the medical table.

_'Two.'_ The boy says softly, his eyes locked on Phil. _'I got two brothers.' _The guards start raising the table, and what looks like a doctor shuffles in to the room, wheeling a tray of syringes in with him.

_'Here.'_ The link is set up quickly and more happiness floods the little tangle in the back of his mind, along with an influx of relieved gratitude that washes over him. Then the first needle is inserted into the strapped down kid, and he lets out a horrific scream, his pain seeping through the relay to Phil. He stares in shock as the doctor keeps going, ignoring the little boy's screams, just keeps inserting more needles and strange liquids into him. Torture, experimentation, that's what this place is about. Anger fills his core, this is what Heyman's game is, this is his _training_. '_I... I promise you kids, I'll help you.'_ Phil can tell this is a promise he's going to keep. Even if he dies trying, he's going to get these terrified kids out of here, is going to stop whatever the hell is going on here, no one else is going to suffer at Heyman's hands, not if he can help it.

_'Phil! You elusive punk, where the fuck are you? Heyman is freaking out.'_ Scott's panicking, his voice franticly concerned.

_'I'm coming... Scott, did you work out Heyman's shields?'_ There's no chance that he'll even get out of here, and be able to help these kids if Heyman knows what he's seen. He needs those shields desperately.

_'Yeah...' _Scott sounds slightly smug. _'I can switch the right bit of your brain on if you want. I think you'll be able to figure out how to keep them in place... Phil, you okay?'_ More concern from Scott but Phil can't say he's really surprised, he's so very used to Scott's concern by now.

_'Do it!'_ The feeling of Scott playing with his brain is very different to the feeling of him turning down Phil's gift at night. His head is filled with a curious liquid fire, but he can definitely feel where he needs to focus to have shields in place. He doesn't think they'll be as strong or perfect as Heyman's but he's hopeful they'll hold. _'Take me to Heyman.' _He snags the nearest drone guard and is lead back to the group; thankfully, it seems they were relatively close.

"Mr Brooks." Heyman's hand falls heavily on his shoulder. "I thought we'd lost you." Heyman squeezes Phil's shoulder, and narrows his eyes at him.

"Piss." Phil shrugs, and falls back in step with Scott, snagging his hand, squeezing it tight, refusing to let it go even when the rest of the group looks at them oddly. Right then in that moment, Phil needs Scott, needs a connection to him. Scott stares at him, worry and concern pouring over the link, and Scott squeezes Phil's hand back just as hard, a hint of relief comes over the link.

_'Where the fuck were you? I've been wor-'_

_'I'll tell you later, but we were right...'_ Phil sighs, and more concern floods over the link with Scott.

_'Nothing good?' _ He asks, his thumb rubbing soft little circles over Phil's knuckles.

_'Nothing at all.'_

* * *

_Many thanks to the lovely Ladies and Gentlemen who reviewed:_

**AshJohvillette: **Thank you! I'm super grateful for your review! :3

******Rebellecherry:** Honestly I think they both need a hug to be honest! More on their relationship in a bit, we actually moved the plot forward with this one.**  
**

**********Brokenspell77:** Ha, I won't lie, I'm pleased to have gotten you in the feel! :3 The first little bit of Developmental was what you just read I guess...

**********alizabethianrose:** You are behind! You terrible woman you! It's okay, I'm happy you're enjoying this little ride so far. :)

**************littleone1389:** They are bonding, slowly but surely getting closer and closer. :3 Developmental the first, we just had... I don't know if it's put your nerves to rest though...

**********************shiki94:** *^-^* Thank you! I've been panicking about trying to make Punk somewhat himself whilst being very much not in Punk's normal situation! So your words are more than appreciated! :) Not so smoothly at all really!

_As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	7. First Time For Everything

_Warnings: Mild Slash (Colt/Punk) AU setting, Profanity._

* * *

"Well, Mr Brooks... Now that you've returned, shall we continue?" Heyman turns from Phil, and resumes droning about the many benefits of training.

_'Where were you?'_ Scott's voice over the link is dripping with concern, his thumb moving over the back of Phil's hand in a slow absent circle.

_'Not here... I'll tell you but not here.'_ Phil keeps his eyes focused on the back of Heyman's head, silently hoping that his cobbled together and untested shields will hold should Heyman decide to try and breach them. Those brothers keep playing on his mind, he can feel the little knot of something that represents the relay point for the link he set up between them throbbing slightly, trickles of biting pain bleeding over to him. There's nothing good in this place, between the child strapped to the table and the one in his dark cell with the even darker mind, nothing good at all. The only child that seemed even remotely normal was the one who asked for help. He wants to know what Heyman's doing here, what's the point of keeping these children locked up in a facility that seems full of nothing but drones and rows and rows of classrooms, all filled with talents without thoughts. _'Scott...'_

_'What is it?'_ More concern and a tight squeeze of his hand.

_'Have you passed any dormitories?'_ Phil has a terrible, awful thought, and he doesn't want it to be true, doesn't want to think about just how powerful Heyman is if his idea is the truth. Surprise bleeds over the link, and Scott stops walking, his eyes wide.

_'No...' _He turns to look at Phil, the colour draining from his face. _'No dorms, no canteens, no bathrooms... What'd you think it means?'_ Phil frowns and tugs at his hand to keep him moving, not wanting to draw Heyman's attention to them again.

_'Fuck not now... Just not now, Scott... Later, once, fuck, if we get out of here.'_ Phil can feel himself beginning to panic. There's no way. There's no chance that Heyman can be powerful enough to be convincing all of them that this place is real when it's not. There's no way that every one of these rooms aren't really there, that they're all a construct Heyman has them convinced is real to lure them into his clutches, there's no way that can be true. Yet, it would explain why there are no thoughts outside of the group, would explain why every corridor looks the same, why there are no bathrooms, nowhere to sleep, nowhere to eat, illusions don't need these things. What if those kids weren't real either? What if they're just Heyman playing with him? It definitely seems like something Heyman would do, definitely the sort of trick he'd play, but why? Why go to all the trouble of toying with Phil like that?

"Well, ladies and gentlemen, that concludes our little tour." The group has arrived back at the little holding room, and Heyman turns to face them with a broad smile. "I hope you found it _informative_." He smiles, his eyes flickering over the group. Curiosity gets the better of Phil and he peeks at Heyman's mind, the cool, smooth shields are firmly in place, nothing's out of place, nothing out of the ordinary, at least for Heyman.

_'Is Heyman's brain wired like mine?' _If they're wired the same then Scott should be able to see if the parts of Heyman's brain currently working are similar to the ones Phil uses when he playing the invisible man trick. The two _tricks_ are similar, both are illusions, it's just this place, if it isn't real, is on a much grander scale than fooling some people into not seeing him and Scott sitting on a park bench.

_'Well, mostly, it's a little more... Uh... Busy? But on the whole, it's the same. Why?'_ Scott sounds confused, his lips set in a firm little frown.

_'You know when I make people not see us? You know the bits of my brain that use, right?'_ Phil squeezes Scott's hand and knows he's practically broadcasting hope over their link, he needs the answer to this riddle, needs to know as much as he can.

_'The same bit of Heyman's brain's been lit up the whole time...'_ Scott says softly over the link, managing to look even paler. Phil nods tightly, almost certain this whole place is nothing more than an illusion woven by Heyman, but now the question remains: what's behind the illusion? What is he hiding?

"It would of course, be unfair to ask you all to make your decision on whether to accept our kind offer of training on the spot." Heyman's greasy smile hasn't slipped, his eyes narrowed as he stares at Phil. One of the drones walks up, carrying a large box, filled with pamphlets. He hands one to each member of the group. On the front of the pamphlet is a picture of a large school building, written inside is some spiel about a training facility, and how the holder of the pamphlet has been offered a scholarship there. Phil doesn't doubt that this is the cover story for what ever this _Developmental_ really is, also doesn't doubt that if he looked into this further it would all check out and seem _wonderful_. "Ladies and gentlemen, the minibus is waiting to take you all back home. Now please remember, whilst you have two weeks to make your decision, if you change your mind at a later date after refusing this offer, we will _always_ welcome you with open arms." The group files out the door, the little holding room emptying of all thoughts but Scott's buzzing quietly over the link.

_'Heyman, we didn't come in a bus.'_ Phil glares over at Heyman, and the man laughs quietly, rubbing his hands together with that slimy smile still on his face

"No, Philip, no, you didn't... You see and your friend there." Heyman steps closer, and before Phil can protest, Scott has stepped in front of him, keeping himself between Heyman and Phil. "You're special." Heyman pats Scott on the head, the expression on Heyman's face patronisingly smug. "You two... _Really_ you're one of the few reasons we're even in this city." Heyman steps away and Phil can feel fury bleeding over the link with Scott.

_'What? What did he say to you?'_ He asks, the anger Scott's feeling is dark and stormy, alarming considering his normally cheerful disposition.

_'Nothing... Nothing, Phil.'_ Scott tries for reassuring but fails miserably, and Phil snorts, resting his forehead on Scott's back, knowing it's foolish to ignore Heyman, but needing his friend to stop being so very furious, it's clouding Phil's own thoughts, the storm of Scott's rage is almost all encompassing.

_'We need out of here in one piece, Scott... Calm down.'_ The incredibly stupid urge to wrap his arms around Scott's waist comes over Phil, he's none too sure where it came from, but it's undeniably there, this need to offer his friend some paltry physical comfort, but he resists, instead steps away from Scott a little to lean against the wall.

"I'm sure I told it you was _rude_ to have two conversations at once." Heyman drawls, bored irritation oozing from his voice. "But no matter. This offer is most specifically for you both. I won't lie." At this he moves, casually leaning against a different wall, his arms folded over his chest. "Telepaths are... _Rare_." He laughs at this, and Phil steps out from behind Scott, moves so he can watch Heyman, utterly unsurprised when Scott grabs his hand, hauling back close. "Well, that's not exactly true... Do you remember what we talked about Philip?" Heyman smiles lazily, examining a fingernail with bored detachment. "Most of us get _lost_ long before they reach your age, Philip, and those who don't get lost... Well hearing voices isn't normal, is it?" He straightens up, a wry smile on his face. "Of every talent known to my organisation, telepaths have the highest... Mortality rate." Phil swallows heavily staring at Heyman, as something almost like a real smile settles on the face pudgy face. The scenarios he just described don't exactly sound appealing.

"So you're saying, Phil's choices are join you or die?" Scott growls, tugging Phil behind him once more and Heyman shakes his head, that wry smile still on his face.

_'Down boy.'_ Phil murmurs over the link, stamping down the little part of him that's almost ecstatic over being defended so staunchly. If this is friendship, he thinks he could get used to it, the fierce protective stance of Scott, the almost burning warmth of emotion coming over the link, these are things he could definitely learn to live with very easily.

"I'm saying that Phil's choices are your choices, Mr Colton." Heyman shakes his head again, moving back to the wall, watching them with a bored expression. "Telepaths are powerful, but we're intrinsically..."

"Flawed?" Phil mutters, peeking over Scott's shoulder. "We're too vulnerable, too often... We need someone else to help us..." He trails off. Him to find Scott, that's what they were waiting for. Telepaths need a biopath to keep them sane, incredible power but with major gaping flaws that only someone who can manipulate their brain can fix for them. Forget friendship, Heyman is telling him that he needs Scott for the sake his sanity and more than likely life.

"You are a smart one, Mr Brooks." Heyman laughs. "All I want is to help you... _Both_ of you. Your Philip is a rather precious creature, and in the right hands, with the right training, you both could be very wealthy men." Over the link something odd bleeds from Scott, something dark and angry, but warm and soft, a feeling that is thoroughly contradictory with itself. One of the drones scurries up to Heyman, and a scowl forms on his face. "Gentlemen, Mr Lesnar ca-"

"We'll walk, it's all good." Scott cuts in. "Two weeks, right? We'll let you know. C'mon Phil." His hand wraps around Phil's bicep and he tugs him out the door, all but running from the warehouse. Several blocks away, Scott stops and pulls Phil into a hug. His arms wrapping around him tightly, a deluge of relief comes over the link. _'Don't do that again. Don't ever fucking do that again, you stupid little punk.'_ Phil stands there, returning the embrace, because it truly is less of a hug and more of an embrace, shaking slightly. Adrenaline coursing through his veins and the whole mess of what just happened and the un-rebuked words of Heyman to Scott _your Philip _dancing through his mind.

_'Do what?'_ He asks, tucking his face against Scott's neck, feeling one of his hands coming up to rest on the back of his head, the left over pain from the kid in the cell's attack fading. He tries very hard to ignore just how _safe_, how comfortable he feels in Scott's arms, feels as though is the only place he's ever really belonged, because it's a stupid idea, not one to be indulged.

_'Vanish.'_ Scott hisses over the link. _'You were... Gone! For a few seconds in there, you were gone. What ever it was you did, don't do it again.'_ Scott holds him out at arms' length, fingers digging into his shoulders. "I'm serious. Don't _ever _do that again." Phil nods slightly, he doesn't doubt that it was when the kid in the dark cell attacked him that he was _gone_, and he's in no hurry to be attacked like that again, Scott doesn't need to worry about that.

"C'mon, let's just get out of here." Phil starts walking, not really focussing on anything, just wanting to put as much distance between himself and that warehouse as possible.

"Wait up." Scott jogs up behind him, bumping into his shoulder lightly. _'Wanna tell me what happened in there then?'_ The familiar flood of concern comes over the link, and Phil sighs, shaking his head. He's not sure how to explain what happened in there, he's not sure how to put it into words for himself, nevermind someone else.

_'Lemme think about it.'_ There's a grim little church just up the street that Phil's wound up in several times in the past. _'Scott, do me a favour? Meet me in the park about twelve, okay?'_ Scott glances over at him, concern on his face. _'I need to think... Some stuff happened and I need to think about it. I'll be... Bad company till I've got this sorted.'_ Phil manages a half-hearted smile, and Scott nods.

"You got till twelve sharp at the park, I'll feed you." He pulls Phil into another tight hug, that feeling that Phil's certain must be friendship fills him as he returns the hug, his face pressed against Scott's neck again.

_'Good, now piss off.'_ Phil steps away, rubbing the back of his neck, feeling rather stupid once he realises he's doing it. Scott's nervous habits are rubbing off on him, but he's no reason to be nervous around his friend.

"Later." _'Don't do something stupid, you dumb little punk.'_ Scott crosses the street and is lost in the sea of humanity, even if his thoughts remain a happy little hum in the corner of Phil's mind, he can't see his friend at all.

_'I'll leave being dumb to you, Colton.'_ A snort of amusement is all that comes back over the link, and Phil walks into the church, taking a seat near the back and closing his eyes. Years of concentrated piety make churches very different to most other places. He's not sure if bricks and mortar can store thoughts, but different places tend to inspire different mindsets in people. Malls are always tinged with boredom, subways stations with manic panic and churches with the blanketing air of dulled reservation. There's not many devote people in on a Saturday morning but Phil isn't really here to play god, he's there to think. He and Scott, they're one of the reasons Heyman is in the city, but only _one_ of the reasons, there has to be others and he wants to know what they are. How long have he and Scott been on the radar for Heyman's organisation, the idea that somewhere there's a dossier on him scares him slightly, and how did they find out about him, about Scott, in the first place, are there spies hidden throughout the city? These aren't really questions he can answer just by sitting trying to puzzle them out, only Heyman knows the answers, and that poses a whole host of problems. There's no way Heyman is going to tell him anything willingly. It doesn't seem to matter what Phil wants, Heyman and his _employers_ want Phil, and it seems they're willing to go some way to ensure they get him. How far they're willing to go he isn't sure, but this whole set-up is kind of elaborate just to fetch him. The answers are in that warehouse, the only solution is to go back. He needs to go back, there's no question of that, but he needs to go back when Heyman isn't expecting it, when he's off guard so Phil can see the truth of the place, because there is no way what they were shown around today is what's really there, there's no chance of that at all. He needs to know what _is_ there. What it really comes down to, is he needs to know if those kids are real. He needs to know if the pain burning through the boy strapped to the table's vein was real, if the horrors of the mind of the kid in the dark were something that a real person has to live with, if the little boy who asked for his help really is that scared. If these kids are real, if they're not just some clever ploy, then there's no question of what he has to do, there's no question that he _has_ to help them, he _has_ to bring down Heyman, but that brings up _how_. He sighs, glancing at his watch, he needs to leave, needs to get back to Scott. His friend who he needs so he doesn't go insane, an interesting revelation from Heyman, about the only thing he learnt in that warehouse that didn't fill him with dread. That the deficiency of his power calls out to Scott's own, that he _needs_ his friend. It explains the strangely at once comfortable and uncomfortable warmth that fills him when he's near Scott make sense, kind of, sort of at least, but that explanation doesn't feel quite right, it feels lacking somehow. He catches the subway, standing uncomfortably close to a young couple, their thoughts screaming newlywed and stupidly in _love_. At least that's how they interpreted the warm, comfortable feelings towards each other, warm comfortable feelings desperately like the ones he feels in Scott's arms, desperately similar to the feelings he as when he lies in Scott's bed at night, his hand clamped tightly in Scott's. Phil sighs, and scrubs at his eyes, _love_, potentially another problem to add to his list, yet feelings are fickle things, and he's not entirely certain love does exist, it's something that people like the couple he leaves behind on the subway use to explain their mutual need for each other's attention, but doesn't he want Scott's attention too? Doesn't he enjoy the constant closeness brought about by their link; doesn't he keep clinging to Scott's hand because he wants to feel close to his friend?

"Phil, you're heading for the wrong bench, buddy." Scott's voice shakes him out of his thoughts, and he turns round, realising he'd wandered past their usual spot.

"Sorry... Was miles away." He perches on the bench, watching as the sparrows hop over hopefully; their little minds all animalistic chirping.

"I noticed... I see what you meant about people never stopping thinking. I could hear you the whole time." Scott laughs, and starts rooting around in the paper bag between them. "Food for you, and food for your birds." He hands Phil a sandwich, and a bag of torn up bread.

"_My_ birds?" Phil mutters, opening the sandwich wrapper and taking a bite, far hungrier than he'd realised.

"They ignored my ass, till you showed up. They like you way more than me." Scott laughs, stretching out his arms along the back of the bench, his thoughts taking on that melodic hum. It's _nice_ sitting like this in the sunshine, eating, watching the birds hop around pecking the ground in case they've missed any of the bread Phil's been throwing to them. It's so far removed from the horrors of the morning that it'd be easy to forget they even went to that warehouse.

"You could hear me?" That little throwaway comment had lodged in his mind, he's more than a little worried that he'd been broadcasting every little thought to Scott, worried and more than a little embarrassed by the idea, especially about him hearing his musings in the subway.

"It's... It's like there's this little... I don't know... Buzz? Hum, maybe... It's..." Scott rubs the back of his neck, and laughs nervously, mild embarrassment seeps over the link and Phil nods, he knows how it feels from his side of the link, and it's basically the same. "I... I like it though, lets me know you're okay." His hand very carefully brushes the back of Phil's neck, and that warmth trickles through Phil once more. _'I worry... You're a fucking mess.'_ Scott laughs, and Phil scowls over at him, throwing a handful of torn up bread down for the birds. _'I... In a good way.'_ Scott's fingers brush his neck again and Phil frowns, turning to watch the little brown birds flapping at each other in territorial disputes.

"Whatever, Colton." Phil mutters, eyes narrowed, staring at the birds. "We need to go back to the warehouse." Phil says calmly, throwing more bread to the birds, watching them fight and bicker over each crumb, the buzzing of their minds reminding him of that dark little cell and its occupant. He knows he's only focusing on the situation they're in to distract him from the sting offence at Scott's almost insult, because there's no reason to be offended. Phil is a mess, he knows this, and Scott often points it out, but he'd wanted something else to be the reason for all of Scott's concern.

"Like hell we do, Phil." Scott snorts, the hand of the arm resting along the back of the bench ruffles Phil's hair. "There's no chance in hell, I'm going back there." Phil stands, turning to him with a scowl. He'd hoped Scott would trust him, would understand, but _friends_ don't exist, he should have known at the end of the day he'd be on his own in this.

"Fine. Thank you for the help." Phil starts walking away, his chest feeling oddly tight, and his mind heavy, he'd probably over-reacting, probably being overly dramatic, but he wanted Scott's trust, wanted Scott's help. He gets all the way to the park entrance before Scott catches up to him, and spins him around, crowding him up against the park's parameter wall, his eyes narrowed and focused, staring at Phil with incredible intensity.

"Phil... Are you insane? You can't go there again... I won't _let_ you go back." Scott's fingers dig into his shoulders, sharp firm little points of pressure, concern warring with something Phil doesn't know streams over the link. _'You'll get hurt... Again. Phil... Heyman wants your talent or at least whoever the fuck he works for wants it and I don't think there's much they won't do to get it. You can't just go walking back into the lion's mouth, you stupid punk.'_

_'Colton, I have to know. I need to know how much of that place was... Real.'_ Phil sighs, his hands resting on Scott's wrists. "I need to know if those kids were real, or just part of Heyman's game."

"Kids? What kids? It doesn't matter, Phil, the whole thing reeks of being a trap." Scott lets him take his hands; lets Phil tangle their fingers together.

"It does." Phil squeezes their laced fingers and lets Scott go, slipping away from where he was pinned. "But I can't not go... I..." Phil sighs, and wraps his arms around himself, walking away once more. If those kids are real, he can't just leave them there, he promised them he'd help them, and he won't break that promise, he _can't_, even if he's on his own, he's managed fine on his own so far, and if he does go mad, or get lost or something else, he wants to have at least tried to help those children first.

"_Phil!_" The way Scott says his name has Phil freezing in his tracks, a shiver running down his spine. No one has ever made his name sound like that before. "Stupid damn punk..." Scott's arms wrap around him, his chin digging into Phil's shoulder. The people walking past stare at them, in an experiment Phil plays with their perceptions, trying to make them perceive him differently, to make them see something more _normal_ than two boys standing around hugging in the middle of the afternoon on a Saturday. It's kind of depressing how every one of these people expect him to be a hormonal girl fighting with her boyfriend, at least they imagine him to be a halfway good looking girl, if a little flat-chested.

"I have to know, Scott." He says softly, as he tries to free himself from Scott's arms, he's rather sick of the old ladies walking their dogs wondering why such a nice boy is dating such a scruffy looking girl. "I can't not know..."

"Fine, but what are you going to do? Find out and then what?" Scott lets him go, but catches his hand refusing to let go, even when he tries to pull it back.

"I don't know!" Phil scowls giving up trying to free himself, and glares at Scott. "I've got no fucking clue alright, but I can't just leave them there. They're kids, Scott, little children locked up in there, I can't, I just can't."

"If these _kids_ are there in the first place." Scott starts walking, dragging Phil along with him. "This might all be a mind fuck from Heyman. This might be his fucking ploy to get you to go back there, Phil. I... We... Damn it, just _think _about this." He stops and turns to glare back at Phil. _'You could get hurt... Again... I don't... I can't let that happen, Phil, you're my friend.'_

_'Then come with me.'_ It's a simple statement; one Phil hopes covers the sting of misplaced disappointment that came over him when all Scott said he was Phil's friend. He's no reason to feel disappointed, having a friend is a good thing, a wonderful thing, but not too many friendships he's witnessed have involved this much hand holding, not many friendships are wrapped up in warm soft emotions like theirs is, yet friend is how Scott sees him.

"_Phil..._" That tone of voice is one Phil is either going to have to ask Scott to never use again or more often so he gets used to it, so it stops making electricity dance up his spine. _'Fuck... This is a stupid fucking idea, you know this, you manipulative punk.'_ Scott pulls him in for a hug, wraps him up tight, and seems to sway slightly from side to side. _'When?'_

_'Tonight... He won't be expecting it. I... We need to catch him off guard.'_ Phil reluctantly pulls away from Scott, carefully ignores the part of him that wants to be back in Scott's arms. "C'mon, let's head back to your place, I'll explain more there." Phil starts walking, knowing that Scott will be following.

Phil flops on Scott's bed and stares up at the ceiling, his limbs sprawled messily in every direction, taking up far too much space really, leaving barely enough room for Scott to perch on the edge of the bed and stare down at him.

"You gonna tell me what happened then?" Scott's finger trails over his forehead, the tangled mess of his brain is soothed under that gentle touch, there's a soft smile on Scott's face, something _fond_ in his eyes, the link humming peaceably. It's almost enough for Phil to want to forget Heyman, forget that warehouse and those kid, almost enough to make him want to lie like this forever.

_'When I left you, it was cause someone asked me for help... Some kid, so I went looking for them.'_ Phil closes his eyes; Scott's caress is quite distracting, but he needs to share the story so he forges on. _'I didn't find the kid I was looking for though.'_

_'No? What happened?'_ That gentle touch moves down his cheek, almost to his lips, before Scott takes his hand away, and stands. Phil can hear him moving around the room, but doesn't open his eyes to watch; instead, he focuses on his memories, and not how much he wanted Scott's fingers to trace his lips, how much he wanted Scott's lips on his own.

_'There was a room... A cell really, in it there was another kid and...'_

_'He attacked you? That's when you were... Gone?'_ Scott lies down beside him, takes his hand, and strokes the back of Phil's knuckles.

_'Uh-huh... I... I set up some kind of link between the two of them, and went looking for the third.'_ Phil opens his eyes to look at Scott, the pressure on his hand had increased when he told him he'd set up a link between the two kids. He's lying glaring up at the ceiling, his jaw clenched tightly. "It's not the same as our link, Scott." Phil says softly, not sure why but he feels the need to explain that. "It's like being a phone mast really." He laughs softly, and Scott's jaw relaxes.

"So the third kid?" He says tightly, still glaring, still looking tense.

"They were torturing him." Phil finishes quietly. "I... I can show you, if you want." Scott nods, and Phil closes his eyes again, plucking out the memories from his time away from Scott in the warehouse, letting them filter over the link, feeling Scott's discomfort and growing horror at what Phil witnessed. He's shaking slightly once Phil stops the feed, anger and concern bleeding over the link. _'You okay?'_ Phil asks softly, Scott nods, and pulls him closer, tucking Phil's head under his chin, his hands running up and down his back soothingly. The anger coming from him being replaced by that soft, warm emotion.

"Go to sleep, Phil, get some rest... It's... This is probably going to be an _interesting_ night. We'll need you firing on all cylinders." The soft strokes to his back, the lowering volume of the voices in his head, the sound of Scott's heartbeat beneath his ear, it all soothes Phil to sleep easily.

"Urgh, okay, I guess we should go." Its pitch black out when Phil wakes up, Scott groans miserably and lets go of Phil, sitting up and rubbing his eyes.

"Yeah, yeah." He stands and starts pulling his shoes on, not watching as Phil gets ready, his shoes put on quickly, and he starts pacing, feeling restless, feeling like he needs to be moving somehow.

"Scott... There's a good chance this isn't gonna work out too well for us... And I..." Phil sighs, stopping his pacing and fidgeting slightly, this feels rather like a now or never situation. This idea is likely to go very badly, or very well, there's no in betweens, and on top of the Heyman mess, all day he's been forced to examine his feelings for Scott, because there are some kind of _feelings_ there. He doesn't believe in love, doesn't think it's real, _probably_ at least, but there's something between him and Scott, there's something more there, at least on his side, he wants more than their friendship, wants something extra. What he's not entirely sure, but he does. _'Kiss me.'_ Over the link comes an influx of shock, Scott staring at him in confusion, and Phil can feel a blush forming on his cheeks, he really needs to think things through more carefully really, he's quite sure that wasn't what he wanted to say to Scott just then, but he's not sure he regrets asking for a kiss.

_'Kiss you? Phil...'_ Scott stares at him, his eyes wide, shock still pouring over the link. _'Phil... I don't thin-'_ It's not an elegant thing in the least, but then Phil's never kissed anyone in his life before, has seen the mechanics of it in people's heads plenty, but has never actually done it. He's certain there should be more to it than just this press of lips on lips, and banged noses, but what he's not entirely certain. Scott's hands come up and rest on his shoulders, pushing him away, an odd little smile on his face. "You're horrible at this." He laughs, drawing Phil closer once more and moves his lips over Phil's gently. One of his hands tangling in Phil's hair, as the other moves down his back, pulling him to Scott, their chests pressed together. It's a chaste thing really, closed mouthed and so very soft, but it leaves Phil standing, staring wide-eyed and a grin on his face. "There, one kiss. Let's go, yeah?" Scott lets him go, and turns back to finish tying his shoes. Phil's can feel his lips almost _tingle_, his fingers brushing over them, tracing the stupid grin he can feel on them. His first kiss. His first kiss from his first friend. Scott's a lot of firsts for him really, and that thought makes him blush even more. "Phil?" Scott's standing in front of him, an odd look on his face, waving his hand in front of Phil's eyes. _'You alright in there?'_ His omnipresent concern floods the link, and Phil snaps out of his happy little daze, the gravity and stupidity of what they're about to do, and possibly what they've just done, washing over him. He takes a deep breath and nods, focussing on the task at hand and not his stupid _crush_. He's rather grimly certain that what this feeling is, a stupid, childish _crush_, which is highly inconvenient if he's honest.

"I'm good, I'm good." He pulls his coat on, and scrubs his eyes. _'Right... Reconnaissance part two? Let's go.'_

* * *

_Many thanks to the lovely Ladies and Gentlemen who reviewed:_

**Rebellecherry:** Ha, I don't think you'd be alone in having a few lewd thoughts. ;) The warehouse is a creepy place for sure! :-/

**AshJohvillette: **They are indeed little baby Hounds of Justice. ;)

******littleone1389:** Some more fluffy here, and more of Scott being Phil's firsts. ;) Okay... so yes, the kids are little baby Shield... As for saving, well something will happen I assure you of that! :)

******shiki94:** It was a rather small taste but one all the same. Eerie is a good word for the warehouse, for sure! Easy enough getting out this time, if nothing else. :)

**Brokenspell77:** I'm relieved you think so! :) I'm sure your suspicions are quite correct! ;)

**alizabethianrose:** You are finally all caught up! I'm very pleased! Gold star!

_As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


	8. Old Dog, New Tricks

_Warnings: Mild Slash (Colt/Punk), AU setting, Profanity._

* * *

"Okay, so what's the plan?" Phil turns to look at Scott a frown on his face. He'd been expecting the question, but the truth is he's no idea what the plan is. He should have thought of one, but he hasn't and he laughs awkwardly. "Phil, _please_ tell me you have a plan." Scott stops at a red light and glances at him. "Fuck."

"Yeah... I got nothing." He laughs again, rubbing the back of his neck, looking out the window at the quiet street. They need to see what's in that warehouse, and they need to see it without Heyman knowing. The best way to do that would be when Heyman was somewhere else, but the chances of that happening are slim to none really.

"You have no plan... Why the fuck are we doing this?" Over their link comes a torrent of frustration and Phil laughs again.

"You know... You don't have to come, you can go back home, forget about this whole thing." Phil mutters, not looking, instead trying to think of something to get Heyman out of the way so he can see what's in the warehouse, and trying to work out the tangle of emotions coming from Scott. There are times he wishes he was an empath rather than a telepath, his life would be so much easier. Scott's power forces him to turn his head back to face him, something darkly furious in Scott's eyes.

"You are not going there alone." He flicks Phil on the forehead, his expression softening. "Get that through your thick skull, you stubborn little punk." A soft smile spreads over his face, his hand cupping the back of Phil's head pulling him closer, resting their foreheads together. "I'm not leaving you." The sudden bite of desire, the sudden craving for Scott to kiss him again, has Phil pulling away sharply, nodding slightly.

"Okay, I get it." He mutters, irritated that his voice sounds hoarse for no reason. "_So_, have you any ideas?" He changes the subject, hoping that whatever the emotion bleeding over from Scott is, it'll stop soon, because it's distracting, overwhelming really. Scott clears his throat, focussing on the road once more, as the light turns green.

"Hmm, a few but none that are any good. We need to think of something though, we can't go in unprepared." He sounds distracted, his thoughts humming in that soft, sweet, little melodic tone.

"Unprepared... That's exactly what we need Heyman to be... But not us." _'Why can my stupid brain can never think of something useful!'_ Phil scowls out the window, watching Scott's reflection, watching a smile spread across his lips, and getting distracted by them. He knows how those lips feel, knows how it feels to be kissed by them, is beginning to wonder how they'd feel moving down his neck, kissing over his shoulders.

"Phil!" Scott interrupts his incredibly unhelpful train of thought, as he parks the car, the expression on his face suggesting he's been trying to get his attention for a while.

"We're here?" This doesn't look like the place they were this morning, it's quite a distance away in fact. The grim little church Phil spent time is nearby, it's lights still on, hopefully waiting for a repentant soul late in the night.

"No, but it's as close as we're getting without some kind of _something_ in place." Scott sighs, his eyes closed, head tilted back. It's painfully easy to imagine leaning over and kissing him in this moment, painfully easy to imagine kissing down his bared throat. Phil gets out of the car, slamming the door, and storming over to the church, escaping before he puts his thoughts into action. _'Phil?_' Concern floods their link, desperate, fearful concern.

_'Stay there... I'm gonna go think.'_ Phil snaps over the link, throwing as much of his cobbled together shields up as he can, hoping none of his stupid _crush_ feelings have been spilling over to Scott.

He flops down on a chair at the back of the church and scrubs at his face. He can hear Scott's mind buzzing away, can feel that concern over the link, bright and potent. He needs to focus, needs to plan.

"Well, at least you learned to shield _yourself_ a little." A man takes the chair beside him, and Phil turns to stare at him.

"Excuse me?" He moves his chair away, not entirely comfortable with this scruffy man being so close. A quick flick over his mind shows the same cool glassy shields as Heyman. Another telepath.

"This morning you were practically screaming every little thought in that hyperactive little mind of yours." The man laughs, crossing his legs at the ankle.

"I don't-"

"Relax, kid." The man laughs, an easy smile on his face. _'I'm not with Heyman, you're safe enough.' _ The man folds his arms over his chest, his head dropping slightly. _'I've been keeping an eye on you for a while... You seem like a good kid, bit of a cocky little shit, but a good kid at heart.'_

_'Okay, who the hell are you?'_ Phil fidgets, turning to face the man properly, a frown on his face. His link to Scott is quiet, the buzz utterly normal and uninteresting. He almost wants to say something though, to tell Scott what's happening but it seems foolishly needy.

_'I'm a friend.'_ The man glances over at Phil, his eyes narrowed slightly and he laughs, an odd snort of amusement. "You're a suspicious little punk aren't you?" He laughs again, a genial smile settling on his face. _'It's a good thing, kiddo.'_

"Look, old man, I don't know who you are, or what you want but-"

"Kid, what you're planning on doing is dumb, incredibly fucking dumb. You know it, I know it, your anchor out there in the car knows it." The man smiles again. _'Well done there, by the way. Good choice, well not choice but you know... Well done for finding him so quick, took me years, way too many years.'_ The man rubs his temples absently, as though out of habit more than anything else.

_'What?'_ Phil frowns, unsure who the hell this guy is, and what the hell he wants. Phil's beginning to get very sick of other telepaths, it's possibly a good thing there aren't many of them, because it seems to be their fate to grow up into confusing assholes.

_'Oh don't what me, kid. Your biopath, your anchor, your knight in shining armour.'_ The man laughs, and the image of Scott dressed up in full medieval battle armour is projected to him. He can't stop the burble of laughter that escapes him. _'Hmm, I knew I was funny.'_ The old man laughs, a smugly satisfied expression on his face. _'So you wanna tell me what you're doing here, kid?'_

_'You know what I'm doing here.' _Phil snaps, his eyes narrowed, watching the old man carefully.

_'Oh, I know what you're doing here, I just wanna know if you do.'_ He laughs, that odd snort again. _'Look, Heyman's a smart guy, but what he's got locked up in there, those kids... He's smart but there's not much smarts can do against inevitability.'_

_'There are kids?' _Everything else the old man says is almost lost at the relief and horror that there are kids in that warehouse.

_'Yup, three of them... We've been following Heyman's little travelling circus since he picked them up from under our noses.'_ The man sighs, rubbing the back of his neck and frowning slightly. _'They're dangerous, not something we really want Heyman's employers getting their hands on.'_

_'Our noses?'_ By the sounds of things, this old man is from some kind of rival organisation, one that's probably just as dubious as Heyman's.

_'Look, I can't tell you kid... Sworn to-'_

_'Bullshit. How the hell do I know I can trust you anymore than I can trust Heyman?'_ Phil stands, fully intent on leaving, when the old man's hand wraps round his wrist, tugging him back down into his chair.

_'You don't, you can't. Stay suspicious, kid, it's a good trait. I can show a little trick though, a goodwill gesture, if you will.'_ The old man smiles slightly, his hand tightening round Phil's wrist. _'You wanna see what's in that warehouse, right?'_ Phil nods, glaring at the hand round his wrist, wanting to pry from him, and snap it off. He doesn't want someone else's hands on him, at least not hands that aren't Scott's.

_'Oh Jesus, I'd forgotten how preoccupied teenagers are... Focus kid!' _The man snaps, and Phil blinks at him. _'I'm sure that if I could check your little white knight would be very flattered and just as keen, but now's not the time.'_

_'Wait... What d'you mean if you could check?'_ Phil frowns, desperately trying to will his embarrassment away.

_'Kid, you got his mind locked up so tight ain't nobody getting to peek in there. It's cute, but really you should be focusing on doing that for yourself.'_ The old man laughs again, and Phil's certain that the blush he can feel on his cheeks must be pretty impressive looking. _'This isn't what I wanted to be talking about.'_ The old man sighs, and rubs his temples again. _'You ever looked through someone else's eyes?'_ Phil shakes his head, still trying to ignore the heat on his cheeks. _'It's a simple enough trick.'_ The man offers some information, and it seems like an easy enough thing to do, kind of projecting his mind into someone else's, piggybacking on them, seeing what they see, a far safer way to check out what's in that warehouse than going there. _'Use his biopath, not the drones, kay?'_

_'But won't he be all locked down like Scott?'_ Phil can't help from asking the question and the old man looks at him, a soft smile on his face.

_'Not everyone falls in love, kid... Not everyone wants to protect what's so vital to them so very carefully.'_ His expression is utterly unexpected, a smile rather like the one Scott wears when he looks at Phil sometimes, like the soft, gentle smile that sits on Scott's lips when he wakes Phil up in the morning, slowly, carefully letting the rest of the World trickle back into Phil's mind. _'Heyman's been through a few different biopaths... He's not as careful or as possessive as you are, kid.'_ He can't keep the little smile from forming on his lips, he supposes he is a little _possessive _of Scott, maybe just a little. _'Look, kid...'_ The old man stands, a frown settling on his face. _'If you need help, you just shout... Like I said, I've been keeping an eye on you, and I'm a friend. You... You're gonna do something impressive.'_ The old man ruffles Phil's hair, an oddly proud expression on his face, and he shuffles out of the church. Without really thinking about it, Phil follows him, watching and he strides over to Scott's car and opens the passenger door, an old man with the too long hair gets out, and wraps an arm around the telepath's shoulders, pressing a kiss to his head. Phil's certain that's the old man form the street that morning, before Heyman picked them up.

_'This morning...'_ Phil stares at them, and the old man laughs, turning to Phil with a grin.

_'Like I said, I've been keeping an eye on you... And you all but shout your thoughts, noisy little punk that you are.'_ The old men start wandering down the street, in the opposite direction from Heyman's warehouse. _'Piper, if you need some help, kid, that's what to shout.'_

"Phil!" Scott gets out of the car, and starts across the street, wrapping him up in a hug, holding him close and tight. "I'm sure I told you to not be gone again." His voice is dripping with worry and concern. _'Seriously, stop doing that, it's fucking terrifying.'_ His arms squeeze Phil tightly, and he closes his eyes, lets the feeling of Scott holding him overwhelm everything else.

_'Sorry... I didn't mean to, just... No, nevermind, I'm sorry, and I'll try not to do it again.'_ Phil pulls away and crosses the street, getting in the car, and sighing, watching as Scott stands on the other side of the road for a few seconds, his face turned to the sky. "So did you get a weird visit from an old man too?" Phil asks once Scott's sat back down, his wrists draped over the wheel.

"Yup." He says shortly, not looking at Phil.

"He give you a really weird pep talk?" Phil frowns, something odd stirring in his chest, as Scott continues to ignore him.

"Yup." He doesn't elaborate, just sits there in silence, not looking at Phil, the link nothing more than a quiet little buzzing sound in the back of Phil's mind.

"Take us a little closer, I wanna try something out." Phil says softly, turning from Scott, ignoring the little sting of pain. Piper's very wrong when he all but accused Phil of falling in love with Scott, it's nothing but a crush, a damned annoying crush and the sooner it goes away the better.

"A block away do or you want closer?" Scott says after the car stops again. Phil closes his eyes, and lets his mind wander, finding Lesnar is easy enough, his neatly organised mind easy to locate in amongst the emptiness of the drones.

"Here's good... I might... I _might _be gone for a bit... I don't know... I've never done this before." There's very little Phil would like more than for Scott to look at him, for him to meet his eyes, to at least stop staring out of the front of the car.

"I... Okay." Scott should not sound like this, he should not sound do horribly closed and distant. Phil sighs, and closes his eyes, letting himself relax, his body going limp as his mind wanders to Lesnar's.

Being inside someone else is very odd; their perception is skewed and different to his own. Lesnar appears to be sat in a room filled with nothing but a small, overly cluttered desk and a bank of monitors.

"Well... I'm sure I can persuade him." Heyman's pacing the room, a cell phone to his ear and a frown on his face. "These things take time. With all due respect, I can't just bang him over the head and kidnap him, sir." Heyman snags a cup from the desk and downs the contents quickly, his pacing oddly soothing; Lesnar's mind lulled into a sense of all encompassing boredom by it. "Well you know how these things go... Well, no not personally I know, sir but... Yes, sir. Of course, as soon as I can, _sir_." Heyman tosses the cell to the table and sits on the chair behind the desk. His face twisted in an ugly expression. "Brock, go do something, you're making me nervous." He waves the biopath away, and Lesnar leaves the room. The entire warehouse easily visible as the room he and Heyman were in on a higher level. The view is _nothing_ like what they were shown around though. Phil, in his surprise, has to try very hard to not make his presence known to Lesnar. There's several little cubes, maybe a dozen of them scattered throughout the large space, and some larger, longer cube rooms like that one with the kid strapped to the table in it, Phil supposes. Lesnar walks down the stairs, past one of the smaller cubes. Something collides with the door, making the little cubic cell quiver.

"You're gonna die, gonna die _horribly_." Phil knows that voice, the kid in the dark cell, his voice oddly monotonous. "He's gonna come for you, and it's gonna be _glorious_." Lesnar kicks the cell wall, and the kid laughs. "Your blood's gonna flow like piss from a drunk." The kid laughs again; Lesnar gives the cell another kick and keeps walking. His mind buzzing with thoughts about what a freak the kid is, and hoping that one day Heyman will manage to kill the psychotic little shit. He comes to one of the larger cubes and glances in the window. Another little child, skinny, with oddly two-coloured hair, half of it blond, half of it black, is strapped to the table this time, his eyes wide and focussed on the tray of syringes.

"Where's the shifter?" Lesnar asks the same doctor who'd been injecting the other boy who'd been strapped to the table when Phil had wander through the warehouse.

"Back in its cage, I'd _recommend_ letting it alone." The doctor turns to the kid, and picks up the first of the needles. Lesnar turns from the window, a shudder running through him as the kid starts screaming. He walks further through the warehouse, to a little cube on the opposite end, and wraps on the wall.

"Wakey-wakey, kitty-cat, time to play." Light floods the little cell, and the boy with the long black hair picks himself up, his eyes narrowed, long deep scratches on his arms and legs.

"One day soon you're gonna die." The boy snarls, his teeth bared, as he drops into a defensive stance.

"So I'm told." Lesnar laughs and opens the cell's door.

Phil breaks the connection, blinking rapidly, staring up at into Scott's impossibly worried eyes, his fingers running through Phil's hair gently.

"Shh, I got you." He murmurs, holding Phil against his chest. They seem to be in the backseat, and Phil has no idea how they managed to get there, but that's where they are. Scott's arms wrapped around him, cradling him as though he was the most fragile, delicate thing on the planet.

"I'm okay." Phil's voice is rough, croakingly soft, but Scott's hand doesn't stop moving through his hair, he doesn't stop holding Phil like he was invaluably precious.

"I know, I know..." Scott still doesn't let him go, and Phil can't really say he minds, settling against Scott a little, maybe even very slightly snuggling into his chest. "You get what you need?" He asks, his fingers running through Phil's hair are unreasonably pleasant, unfathomably soothing, the second nicest thing he's ever felt, right behind being kissed by Scott.

"Mmhmm." There's a strange, mellow feeling settling over him, something warm and syrupy filling him with lazy contentment.

"So your kids are real?" Scott asks, and Phil pulls away from him, a mildly sick feeling settling in his stomach. The kids, those three kids need him, and he's lying in the back seat like some cat.

"Home, back to your place. I'll show you there." Phil clambers into the passenger's seat, and trying very hard to shake off the comfortable ennui he'd just pulled himself from.

There's a light on in Scott's home when they pull up, his mother's mind awake and buzzing with worry.

"Shit." Scott mutters, parking the car, and the front door opening, his mother storming out. _'What we gonna do?'_ He gets out of the car, looking panicked. Phil shrugs, and convinces Scott's mother that he's not there, wandering past her to stand at the front door.

"Where the hell were you? Its three a.m. Scott Colton! I've been worried sick!" The woman snatches him by the ear, dragging him into the house.

"Mom!" Scott wails, and Phil tries very hard to not laugh at him. _'Help me!'_

_'Tell her you were out or something... I don't know make something up.'_ Phil grins at him, leaning against a wall, watching the woman scolding her son.

"Mom... I'm sorry, I was... _Out_?" Scott sounds incredibly apologetic if nothing else, and Phil has to bite his fist to keep from laughing.

"Out? Out where? With who? Some girl?" Scott's mom's tone changes, her mind picturing some generically pretty girl hanging off her son's arm, the two of them sitting under the moon, holding hands and talking for hours.

"Uh... Yeah! That's where I was, mom." Scott rubs the back of his neck, glaring at Phil over his mother's shoulder. _'I hate you.'_ Phil shrugs, and grins back at him.

"Is she pretty?" The woman asks, bustling past Scott, going to the kitchen. Her mind focussed on the cup of warm milk she has there. Scott follows along behind her, Phil trailing behind them for no reason he can really justify to himself.

"Beautiful." Scott mutters, leaning against a counter, mild discomfort filtering over the link.

"What's she look like?" His mother pushes, sipping at her mug, her eyes narrowed. Scott seems to be staring at Phil, his eyes flitting over him.

"She's thin... Has the prettiest green eyes... Bit of a punk, but beautiful, mom, real beautiful." He rubs the back of his neck and Phil turns away, he can feel a blush on his cheeks, and he leaves the kitchen, heading for Scott's room. Scott's mother has summoned up a very inaccurate picture he thinks, and he can't quite resist tweaking it to look the way those people at the park had pictured him as a girl. It's oddly a relief when she seems content enough with the image. He pulls on a random pair of pyjamas, and gets into bed, lying on his stomach, his arm outstretched behind him, waiting for Scott to show up.

_'I hate you... And now my mom is expecting me to bring some girl back... You're a hell of a lot of trouble.'_ Scott gets changed quickly, flicks off the light, flops on the bed.

_'I don't mind convincing her I'm a girl... I've done it before.'_ Scott doesn't need to know that the first time he tried out this trick was today.

_'Really? You a pretty girl?'_ Scott laughs, as he takes Phil's hand, and pulls him closer, tugging him to rest half on top of him.

_'What d'you think?'_ Phil sends the image people had chosen in the park to Scott, and he laughs softly, that warm syrup feeling from laying the car creeping over him again.

_'The real thing's better.'_ He laughs again, and Phil shifts, moving so he's leaning over Scott, staring down at him. His heart is pounding, which is utterly ridiculous because all he's doing is lying in bed with Scott. He's done this several times before, but not since they kissed, not since he'd felt Scott's lips on his. His tongue flicks over his lips, and he takes a deep breath, before leaning down for a kiss. Scott turns his face at the last second, Phil's lips brushing his cheek. Phil pulls away from him, clambering off the bed, berating himself, cursing his stupidity, as he pulls his clothes on over the pyjamas. _'Phil.'_ Scott sighs, and sits up.

_'No! Don't Phil me. Its fine. It's perfectly fine.'_ Phil can feel himself shaking; can feel abject humiliation filling him. Just because Scott's gay, doesn't mean he's interested in Phil, just because he kissed him once, doesn't mean he wants to kiss him again. _'I get it, I'm not your type, you're not interested, it's fine, I understand.'_ Phil tries to leave but his feet won't cooperate, they're rooted to the spot. Scott gets off the bed, and pulls the both the shirts Phil's wearing off over his head.

_'You have no fucking idea, Philip, no fucking clue. You utterly clueless little punk.'_ He steps closer, his hands running over Phil's chest, smoothing down his arms, settling on his waist. "Absolutely _no_ idea."Scott's lips are so incredibly close, and Phil's certain that if Scott wasn't using his power to keep him still he'd have kissed him, previous rejection be damned.

_'Let me go, Scott.'_ Phil's remarkable proud of how strong his mental voice is, how together it sounds, because he feels anything but together, he feels like he's been shredded inside. At least this stupid crush has been shot down quickly, painfully but struggling under delusion would be so much more painful in the long run.

_'Let you go how, Phil?'_ Scott's hands move round to his back, cupping his ass, squeezing him ever so slightly.

"Scott." It's a quiet little whisper of his name, and a shudder seems to pass through Scott's body. "Let me leave. I... You..." Phil's words fade into a tiny soft moan as Scott's lips press against his shoulder, his hands running up his back. _'You don't want this. Let me go and I'll be gone, we can forget this whole kissing thing... There's bigger things for us to worry about than my stupid little crush.'_ Sometimes Phil wishes he had a better handle on his brain, wishes he didn't just spew the first thing that occurred to him out there for Scott to hear, because it is a rather Scott specific problem.

_'Crush?'_ Scott stops kissing his shoulders, and meets Phil's eyes. "Clueless." He laughs softly, one hand cupping Phil's cheek, his thumb stroking the skin under his eye. The wonderfully perfect warm feeling bleeds over the link and Scott smiles at him. _'You think I didn't kiss you because I don't like you like that?'_ He laughs softly, and presses a very soft kiss to Phil's forehead. _'Clueless little punk.'_

_'Colton, seriously, let me go.'_ Phil feels painfully exposed like this, shirtless, unable to move, he's not entirely certain he likes feeling this vulnerable.

_'Didn't you listen to a word I said?'_ Scott steps away from him, sitting on the edge of the bed, something almost _hungry_ in his eyes, that same almost hunger bleeding over the link, and Phil desperately wishes he could move. Whether he wants to move to sate that hunger or leave, he's not sure though.

_'When?'_ He wants to at least fidget, to at least not feel so _trapped_, but honestly, being trapped by Scott isn't that bad.

_'My first boyfriend.'_ Scott says quietly, and the hold his power has on Phil fades instantly, but he can't bring himself to move, can't bring himself to do anything. He'd forgotten about the boy whose life Scott had ruined.

_'I... I'm sorry.' _Phil kneels down in front of him, taking Scott's hands in his own.

_'You didn't do anything, Phil.'_ Scott glances down at him, his eyes quickly darting away. _'Put a shirt on.'_ He flops back on the bed, and Phil frowns, moves to sit Indian style on the floor, his back against the bed.

_'If I don't?'_ He can't quite resist the urge to tease, can't quite rein back the urge to push Scott a little.

_'I'll grope you some more.'_ The response from Scott makes a smirk spread over Phil's lips.

_'Will you kiss me again?'_ Phil tries to sound coy, but really, he thinks it probably just sounded stupid. Scott laughs quietly.

"C'mere." The sound of Scott patting the bed bedside him, is almost a relief to Phil, and he clambers up the bed, wriggling out the jeans he'd pulled on over the pyjama pants. _'You've absolutely no idea, do you?'_ Scott asks softly, trailing one finger down Phil's chest, dipping briefly into his belly button, then back up, circling one of his nipples, before smoothing down the shoulder farthest from Scott.

_'No idea about what?'_ Phil stares at him, shivering slightly as each trailing caress leaves a wake of goose bumps behind it. He raises a hand to rest on Scott's cheek, feeling incredibly, stupidly nervous, losing a fight with a smile as Scott kisses his palm.

_'Nothing, much better for everyone if you live in ignorance.'_ Scott leans over him, his hand moving down Phil's side, dipping briefly under the pyjamas and his underwear to stroke his hip, then withdrawing to stroke over the same place with the fabric separating their skin. _'You're already enough of a punk, don't need you knowing you're beautiful too.'_ Scott closes the gap between their lips, and kisses him again. Phil's hand cards through Scott's hair, his body arching into the teasingly soft caresses and subtle squeezes its receiving from Scott. The first touch of Scott's tongue to his lips almost freaks him out. His mind almost rebelling at the thought of what was about to happen, but his body overruled his brain for a change, his lips part, and the first taste of Scott is good, but the slide of another tongue in his mouth is slick and strange. He's not actually fully certain he enjoys it, until Scott's pulling away from him, panting and swearing softly.

"Why'd y-"

"We need to stop, Phil, before it goes too far. That's far enough." Scott scrubs at his eyes, licking his lips. _'Seriously, put a shirt on.'_ Phil chuckles at Scott. grabs a random shirt from the floor, and pulls it over his head. He can _taste_ Scott still, can feel the ghosts of his touch on his skin. He thinks he can get used to the strangeness of having another person's tongue in his mouth, so long as that tongue is Scott's.

_'There, that better?'_ Phil flops back against the bed, and grins at nothing in particular.

_'No, it's terrible, but necessary. C'mere.'_ Scott pulls him close, wraps his arms around Phil, cradles him against his chest, and presses a kiss to his hair, slowly turning down the sound of the rest of the World.

_'Don't you wanna know what I found out bout the warehouse?'_ Phil almost wants to punch himself in the face. That had been almost the perfect moment of post make-out session cuddling and he goes and mentions Heyman and the associated mess.

_'Nope, tell me in a few hours.'_ Another kiss is pressed to his hair, and Phil nods vaguely, lying still for a few moments.

_'Scott?'_ A spike of mild irritation comes over the link and Phil presses a soft kiss to Scott's chest in apology.

_'What, Phil?'_ The arms around Phil tighten slightly, over the link the irritation is drowned out by exhaustion.

_'Was I a better kisser this time?'_ It's a stupid question to be hung up on, but really Phil's feeling particularly stupid, giddy almost, this is almost exactly what he wanted, this is so much more than just mere friendship, and he wants more of it. Scott laughs over the link, and Phil almost wants to get out of bed, almost wants to run, because really it's not nice to laugh at people's insecurities like that.

_'Much better.'_ He yawns, and tilts Phil's face up to him. "No more talking." He kisses Phil lips, soft and chaste, almost making Phil wish his tongue had gotten involved again. He's not going to get used to that if he doesn't experience it more often. _'Go to sleep, Phil... Or I'll make you.'_ Another yawn and Phil settles himself back down, Scott's heartbeat beneath his ear.

_'You couldn't.'_ Phil mutters, his eyes closing, his mind drifting.

_'Try me.'_ Scott mutters, his hand running lazily through Phil's hair.

_'You know, you're the only person to kiss me.'_ Sleep overcomes Phil shortly after thinking that, and as he'd slipped into dreams, it had been to an influx of that soft, warm syrupy feeling.

* * *

_Many thanks to the lovely Ladies and Gentlemen who reviewed:_

**Rebellecherry:** Yup, first kiss, all awkward and sweet... :3

**AshJohvillette: **A little cameo from the hounds. :)

**************shiki94:** I love that! It's always better to be a goonie! :3 That's an awesome phrase and now I_ REALLY _ wanna watch the Goonies...

******littleone1389:** More kisses, but no progress on rescuing the Pups of Justice...

**Brokenspell77:** Sweet, beautiful and a little tragic really... but yup, pretty much to drive the whole _they need each other_ point home. ;)

_As ever trepidation haunts me with this fic... as such: __****__Please leave a review, even if it's just "Hey, that didn't suck", I'd be so far and beyond grateful. Heck even if you thought it did suck, tell me too, something is better than nothing after all. :D_


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